Item 5. Other Information
ITEM 5. OTHER INFORMATION
Adoption of Executive Officer Severance Plan
On July 27, 2026, the Board of Directors, upon the recommendation of the Human Resources Committee (the “Committee”), adopted the Valmont Executive Severance Plan (the “Plan”). The Plan became effective on that date and covers full-time executives designated by the Committee. The Committee currently designates as participants the CEO and the CEO’s direct reports who are executive officers. Upon an involuntary termination without cause (as defined in the Plan), a covered executive is entitled to receive a target annual cash incentive, prorated through the date of termination, to the extent applicable performance criteria are satisfied. In addition, as severance pay, the CEO would receive severance equal to two times base salary and annual target cash incentive, and other covered executives would receive severance equal to one times base salary and annual target cash incentive. Upon an involuntary termination without cause, or a termination for good reason (as defined in the Plan), within two years following a change in control (as defined in the Plan), the CEO would receive severance equal to three times base salary and annual target cash incentive, and other covered executives would receive severance equal to two times base salary and annual target cash incentive. Severance benefits are subject to the covered executive’s execution of a customary release agreement and compliance with confidentiality and other covenants as provided
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in the Plan. The foregoing summary is qualified in its entirety by reference to the Plan, which is filed herewith as Exhibit 10.2.
ITEM 6. EXHIBITS
Exhibit No.
Description
10.1
Separation and Release Agreement between Thomas Liguori and Valmont Industries, Inc. dated May 26, 2026. This document was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-31429) dated May 26, 2026 and is incorporated by reference.
10.2*
Valmont Industries, Inc. Executive Officer Severance Plan .
22.1
List of Issuer and Guarantor Subsidiaries. This document was filed as Exhibit 22.1 to the Company’s Quarterly Report on Form 10-Q (Commission file number 001-31429) for the fiscal quarter ended September 25, 2021 and is incorporated herein by reference.
31.1*
Section 302 Certification of the Chief Executive Officer .
31.2*
Section 302 Certification of the Chief Financial Officer .
32.1*
Section 906 Certifications.
101
The following financial information from Valmont’s Quarterly Report on Form 10-Q for the quarter ended June 27, 2026, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Statements of Operations, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, (v) the Condensed Consolidated Statements of Shareholders’ Equity and Redeemable Noncontrolling Interests, (vi) Notes to Condensed Consolidated Financial Statements and (vii) document and entity information.
104
Cover Page Interactive File (formatted as Inline XBRL and contained in Exhibit 101)
* Filed herewith
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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 and by the undersigned thereunto duly authorized.
VALMONT INDUSTRIES, INC.
/s/ JOHN SCHWIETZ
John Schwietz
Executive Vice President and Chief Financial Officer
Dated the 28th day of July 2026.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.