UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 5, 2015
MONDELĒZ INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| Virginia | 1-16483 | 52-2284372 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
Three Parkway North, Deerfield, Illinois 60015
(Address of principal executive offices, including zip code)
(847) 943-4000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 5, 2015, we announced that current director Ratan N. Tata will retire from the Board of Directors when his term expires at our 2015 Annual Meeting of Shareholders.
A copy of our press release announcing Mr. Tata’s retirement is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
| (d) | The following exhibit is being filed with this Current Report on Form 8-K. |
| Exhibit |
Description | |
| 99.1 | Mondelēz International, Inc. Press Release, dated February 5, 2015. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MONDELĒZ INTERNATIONAL, INC. | ||
| By: | /s/ Carol J. Ward | |
| Name: | Carol J. Ward | |
| Title: | Vice President and Corporate Secretary | |
Date: February 5, 2015
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Mondelēz International, Inc. Press Release, dated February 5, 2015. | |
Exhibit 99.1
| Contacts: | Michael Mitchell (Media) | Dexter Congbalay (Investors) | ||||
| +1-847-943-5678 | +1-847-943-5454 | |||||
| news@mdlz.com | ir@mdlz.com |
Mondelēz International to Hold
Annual Meeting of Shareholders on May 20, 2015
Ratan N. Tata to Retire from Board of Directors and
Serve as Special Advisor to the Chairman and CEO
DEERFIELD, Ill., Feb. 5, 2015 — Mondelēz International, Inc. will hold its Annual Meeting of Shareholders at 9 a.m. CDT on Wednesday, May 20, 2015, at the North Shore Center for the Performing Arts in Skokie, Ill. All incumbent members of the Board, except for Ratan N. Tata, will stand for re-election. Tata, Chairman of Tata Trusts, will retire from the Board but will continue his relationship with the company as Special Advisor to the Chairman and CEO for a one-year period. He joined the Mondelēz International Board in 2013.
“Over the past two years, Ratan has made significant contributions to our company, and I’m deeply grateful for all his work and his wisdom. His deep operating experience, particularly in emerging markets, has been invaluable as we execute our long-term growth strategy,” said Chairman and CEO Irene Rosenfeld. “And so I’m delighted he has agreed to stay on as Special Advisor.”
Prior to his current role, Tata served as Chairman of Tata Sons Limited, the holding company of the Tata Group, from 1991 until 2012. He was also Chairman of the major Tata Group companies, including Tata Motors, Tata Steel, Tata Consultancy Services, Tata Global Beverages and several other Tata companies until 2012. Tata joined the Tata Group in 1962.
Shareholders will elect 12 directors for one-year terms at the company’s Annual Meeting. Shareholders of record at the close of business on March 11, 2015, are entitled to attend and vote on all matters that properly come before the meeting.
About Mondelēz International
Mondelēz International, Inc. (NASDAQ: MDLZ) is a global snacking powerhouse, with 2013 revenue of $35 billion. Creating delicious moments of joy in 165 countries, Mondelēz International is a world leader in biscuits, chocolate, gum, candy, coffee and powdered beverages, with billion-dollar brands such as Oreo, LU and Nabisco biscuits; Cadbury, Cadbury Dairy Milk and Milka chocolate; Trident gum; Jacobs coffee and Tang powdered beverages. Mondelēz International is a proud member of the Standard and Poor’s 500, NASDAQ 100 and Dow Jones Sustainability Index. Visit www.mondelezinternational.com or follow us on Twitter at twitter.com/MDLZ.
Note to editors:
Journalists who wish to attend the Annual Meeting of Shareholders must register in advance by contacting the Media Helpline at +1-847-943-5678 or news@mdlz.com.
