Form 8-K - Current report

 

 

 

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): January 3, 2025

 

SONOCO PRODUCTS COMPANY

(Exact name of registrant as specified in its charter)

 

	001-11261
	(Commission File Number)

 

South Carolina		57-0248420
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification Number)

 

1 N. Second St.

Hartsville, South Carolina 29550

(Address of principal executive offices) (Zip Code)

 

[phone]

(Registrant’s telephone number, including area code)

 

N/A

(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:

 

¨	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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class	Trading symbol(s)	Name of each exchange on which registered
No par value common stock	SON	New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 5.02           Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On January 3, 2025, Robert R. Dillard separated from his position as the Chief Financial Officer of Sonoco Products Company (the “Company”), and Jerry A. Cheatham, the Vice President of Global Finance for the Company’s Industrial Paper Packaging segment and a 36-year finance leader within the Company, was appointed to the role of interim Chief Financial Officer. Mr. Cheatham will continue to perform his duties as Vice President of Global Finance, Industrial Paper Packaging during the time he serves as interim Chief Financial Officer. As interim Chief Financial Officer, Mr. Cheatham will act as the Company’s principal financial officer and will have responsibility for the Company’s global finance functions including audit, controllership, financial reporting, risk management and insurance, financial planning and analysis, and strategy and corporate development until a successor is appointed. The Company is undergoing a retained search for internal and external candidates to identify and select a permanent Chief Financial Officer.

 

Mr. Dillard did not depart as a result of any disagreement with the Company or its Board of Directors relating to the Company’s operations, policies or practices or any issues regarding its accounting policies or practices. Mr. Dillard will receive separation payments and benefits pursuant to the Company’s Executive Officer Severance Plan (the “Severance Plan”) as described in the Company’s Current Report on Form 8-K filed on October 24, 2022. A copy of the Severance Plan is filed as Exhibit 10.21 to the Company’s Annual Report on Form 10-K filed February 28, 2023.

 

Mr. Cheatham, age 62, has served as Vice President of Global Finance, Industrial Paper Packaging since December 2022. He also served as the Staff Vice President of Finance, Industrial North America from May 2019 through December 2022, and in various other finance and accounting leadership roles since joining the Company in 1988. Mr. Cheatham holds a BS in Accounting from South Carolina State University and an EMBA from Vanderbilt University.

 

Mr. Cheatham will receive the following material amendments to his compensation arrangement to be effective during the time that he serves as interim Chief Financial Officer: (1) an increase in his base salary to $500,000, payable in accordance with the Company’s payroll practices, and (2) an increase in his annual target incentive compensation to 50% of his base salary.

 

There are no family relationships between Mr. Cheatham and any director, executive officer or person nominated or chosen by the Company to become a director or executive officer of the Company within the meaning of Item 401(d) of Regulation S-K. There are no arrangements or understandings with any other person pursuant to which Mr. Cheatham was appointed as the Company’s interim Chief Financial Officer. Mr. Cheatham has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

 

Item 7.01           Regulation FD Disclosure.

 

On January 6, 2025, the Company issued a press release announcing the appointment of Mr. Cheatham and the departure of Mr. Dillard as described herein, as well as certain other senior leadership changes. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

 

Item 9.01           Financial Statements and Exhibits.

 

(d) Exhibits

 

	Exhibit No.		Description of Exhibit
	99.1		Press Release of Sonoco Products Company, dated January 6, 2025.
	104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

 

 

 

SIGNATURE

 

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.

 

	SONOCO PRODUCTS COMPANY
Date: January 6, 2025	By:	/s/ John M. Florence, Jr.
		John M. Florence, Jr.
		General Counsel and Secretary

 

 

 

 

Exhibit 99.1

 

January 6, 2025	Contact:	Roger Schrum
		843-383-7000
		[e-mail]

 

Sonoco Announces Senior Leadership Changes for 2025

 

HARTSVILLE, S.C., U.S. – Sonoco Products Company (“Sonoco” or the “Company”) (NYSE: SON), a global leader in high-value sustainable packaging, today announced senior leadership changes which became effective on January 3, 2025.

 

Jerry Cheatham, a 36-year finance leader within Sonoco, has been named interim Chief Financial Officer replacing Chief Financial Officer Rob Dillard, who has departed the Company. Mr. Cheatham has been Vice President of Global Finance for the Company’s Industrial Paper Packaging segment since December 2022 and previously served in several finance and accounting leadership roles since joining the Company in 1988. Mr. Cheatham holds a BS degree in Accounting from South Carolina State University and an EMBA from Vanderbilt University. The Company is undergoing a retained search for internal and external candidates to identify and select a permanent Chief Financial Officer.

 

“Jerry is a trusted and respected leader within Sonoco who brings strong financial and operational expertise into this role. He will ensure an orderly transition of duties and provide further stability to our global finance organization,” said Howard Coker, President and Chief Executive Officer. “I want to thank Rob for his contributions since joining the Company in 2018, and for helping to build our current finance team and focusing our strategy to transform Sonoco into a global leader in sustainable metal and fiber packaging through several significant transactions, including the acquisitions of Eviosys and Ball Metalpack and the recently announced divestiture of our Thermoformed and Flexible Packaging (TFP) business to Toppan Holdings. We wish him all the best in his future professional and personal endeavors.”

 

Also reporting to Coker is Shawn Munday, Vice President of Strategic Finance. Mr. Munday has responsibilities for Sonoco's global treasury, tax and mergers and acquisitions functions. Before joining Sonoco in 2022, he was professor of the practice of finance and Executive Director of the Institute for Private Capital at the University of North Carolina Kenan-Flagler Business School. Prior to that he was a managing director in the alternative assets group at Citigroup and served as a commissioned submarine officer in the U.S. Navy. He received his MBA from UNC Kenan-Flagler and a BS in electrical engineering from the United States Naval Academy.

 

John Florence, Sonoco’s General Counsel and Secretary, who has been serving as General Manager for the Company’s Converted Paper Products division in North America for the last three years, has been given the additional operational responsibilities over the Company’s North America Paper division. As General Counsel, Secretary and Vice President and General Manager of Industrial Paper Packaging, North America, Mr. Florence will continue to report to Coker for his legal responsibilities and to James Harrell, President, Industrial Paper Packaging, in his operational role.

 

“John has been with the Company since 2015 serving on our Executive Committee as General Counsel. In that time, he also served as our Chief Human Resources Officer, and he led the integration of our Metal Packaging business following our acquisition of Ball Metalpack. After successfully serving as General Manager for our Converted Paper Products business in North America, John will now increase his responsibilities to include our North America Paper business, formally combining these two foundational businesses into a single operating unit representing over $1.4 billion in annual net sales in 2023,” Coker said. “This combination continues our journey to simplify our operating structure to better leverage our competitive strengths, drive growth, and enhance our customers’ experience by bringing together our industry leading Uncoated Recycled Paperboard (URB) mill network with our tube, core, cone, partitions, corner post and other paper converting operations.”

 

Roger Schrum has been named interim Head of Investor Relations replacing Lisa Weeks, Vice President of Investor Relations and Global Communications, who will leave the Company at the end of January 2025. Mr. Schrum returns to Sonoco after retiring in 2022 as Vice President of Investor Relations and Corporate Affairs following a 17-year career with the Company.

 

 

1 North Second Street

Hartsville, S.C. 29550 USA

www.sonoco.com

 

 

 

 

Sonoco to Report Fourth-Quarter and Full-Year 2024 Results

Sonoco will announce its fourth-quarter and full-year 2024 results on Tuesday, February 18, 2025, after the market closes. The Company will host a conference call to discuss these results and review guidance for 2025 on Wednesday, February 19, 2024, at 8:30 a.m. Eastern Time.

 

A live audio webcast of the call along with supporting materials will be available on the Sonoco Investor Relations website at https://investor.sonoco.com/. A webcast replay will be available on the Company's website for at least 30 days following the call. 

 

About Sonoco

Sonoco (NYSE: SON) is a global leader in high-value, sustainable packaging that serves some of the world’s best known brands. Our portfolio is composed of leading products that serve large, attractive end markets for consumer and industrial packaging. Guided by our purpose of Better Packaging. Better Life™, we foster a culture of innovation, collaboration, and excellence to provide solutions that better serve all our stakeholders and support a sustainable future. With net sales of approximately $6.8 billion in 2023, Sonoco has approximately 22,000 employees working in more than 300 operations around the world. Sonoco was named one of America’s Most Responsible Companies by Newsweek. For more information on the Company, visit our website at www.sonoco.com.

 

Forward-Looking Statements

Certain statements made in this communication are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “accelerate,” “committed,” “enable,” “ensure,” “expect,” “future,” “will,” or the negative thereof, and similar expressions identify forward-looking statements. Forward-looking statements in this communication include, but are not limited to, statements regarding the Company’s journey to simplify its operating structure, leverage its competitive strengths, drive growth and enhance its customer experience, the Company’s ability to serve its stakeholders and support a sustainable future, the effects of senior leadership changes, and the company’s expectations regarding permanent senior leadership roles. These forward-looking statements are made based on current expectations, estimates and projections about the Company’s industry, management’s beliefs and certain assumptions made by management. Such information includes, without limitation, discussions as to guidance and other estimates, perceived opportunities, expectations, beliefs, plans, strategies, goals and objectives concerning the Company’s future financial and operating performance. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, actual results may differ materially from those expressed or forecasted in such forward-looking statements. Risks and uncertainties include, among other things, risks related to the Company’s ability to execute on its strategy, including with respect to portfolio simplification, organizational streamlining, and capital investments, and achieve the benefits it expects therefrom, and the other risks, uncertainties and assumptions discussed in the Company’s filings with the Securities and Exchange Commission, including its most recent reports on Forms 10-K and 10-Q, particularly under the heading “Risk Factors”. Except as required by applicable law, the Company undertakes no obligation to publicly update or revise forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events discussed herein might not occur.

 

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Cover	Jan. 03, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 03, 2025
Entity File Number	001-11261
Entity Registrant Name	SONOCO PRODUCTS COMPANY
Entity Central Index Key	0000091767
Entity Tax Identification Number	57-0248420
Entity Incorporation, State or Country Code	SC
Entity Address, Address Line One	1 N. Second St.
Entity Address, City or Town	Hartsville
Entity Address, State or Province	SC
Entity Address, Postal Zip Code	29550
City Area Code	843
Local Phone Number	383-7000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	No par value common stock
Trading Symbol	SON
Security Exchange Name	NYSE
Entity Emerging Growth Company	false

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