JABIL INC false 0000898293 0000898293 2023-10-31 2023-10-31

 

 

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) October 31, 2023

 

 

Jabil Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-14063   38-1886260

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

10800 Roosevelt Boulevard North, St. Petersburg, Florida 33716

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (727) 577-9749

 

 

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

Common Stock, $0.001 par value per share   JBL   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 provided 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 October 31, 2023, Mr. Thomas Sansone determined that he would not stand for re-election to the Board of Directors of Jabil Inc. (the “Board”) at the 2024 annual meeting of stockholders (the “2024 Annual Meeting”) and, therefore, his term as a director will end immediately prior to the meeting.

Item 8.01 Other Events.

On November 3, 2023, the Company issued a press release announcing Mr. Sansone’s determination not to stand for re-election and the nomination of two new directors to stand for election at the 2024 Annual Meeting, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Immediately prior to the 2024 Annual Meeting, contingent upon all eight incumbent directors standing for re-election to the Board, the Board has approved an increase in the size of the Board to ten members effective immediately prior to the 2024 Annual Meeting. In the event that all eight incumbent directors do not stand for re-election to the Board at the 2024 Annual Meeting, such increase shall be void to the extent that one or more new directors shall instead fill a vacancy.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are furnished herewith:

 

Exhibit No.   

Description

99.1    Press Release dated November 3, 2023
104    Cover Page Interactive Data File – Embedded within the inline XBRL document.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    JABIL INC.
November 6, 2023     By:  

/s/ Susan Wagner-Fleming

      Susan Wagner-Fleming
      Vice President, Corporate Secretary and Deputy General Counsel

Exhibit 99.1

 

LOGO

Jabil Announces Upcoming Changes to the Board of Directors

Thomas A. Sansone to Retire, New Directors to Stand for Election to the Board

ST. PETERSBURG, Fla. – November 3, 2023 – Jabil Inc. (NYSE: JBL), a global manufacturing solutions provider, today announced forthcoming changes to its Board of Directors. Thomas A. Sansone, who currently serves as the vice chair of the Board and held the position of President of Jabil from 1988 to 1999, has decided not to seek re-election at Jabil’s annual shareholders’ meeting in January 2024.

“Tom joined Jabil forty years ago in 1983 and has been an integral part of Jabil’s success. He was instrumental in taking our company public in 1993, while stewarding the early days of our growth and globalization efforts. Tom’s care, vision, leadership and commitment played a pivotal role in setting a deep and solid foundation, from which Jabil operates today,” said Mark Mondello, Jabil’s Executive Chairman.

“On behalf of our Board, I extend a heartfelt thank you to Tom for his service, which spans five decades. His retirement signifies the end of an era — an era filled with his personality, guidance, and counsel.”

In addition, Jabil is pleased to announce that Jamie Siminoff and Tiger Tyagarajan have been nominated to stand for election to the Board of Directors. This will take place during Jabil’s annual shareholders’ meeting in January 2024.

“We’re pleased and excited to announce the nomination of Jamie and Tiger to our Board,” said Mondello. “When I think about Jamie’s entrepreneurial spirit and successful track record, coupled with Tiger’s significant experience in leading a highly prosperous global corporation, I see tremendous benefit to Jabil.”

Mr. Siminoff is the founder and chief inventor at Ring, a security giant committed to reducing neighborhood crime through its range of products. Since its inception, Ring has demonstrated remarkable growth and was acquired by Amazon in 2018. Prior to Ring, Siminoff established several successful enterprises, including the first voicemail-to-text company and a service that assisted email users in removing commercial emails from their inboxes.

Mr. Tyagarajan is the President and CEO of Genpact, a renowned global professional services firm recognized for its digital transformation solutions. Under Tyagarajan’s pioneering leadership, a General Electric division was transformed into Genpact. Known for his strategic thinking and deep understanding of global business trends, Tyagarajan has fostered a culture of diversity and inclusion, enabling teams to devise innovative solutions and enhance business performance for a whole range of global enterprises. His profound knowledge of conducting business across the globe, including in India and Southeast Asia, will provide valuable insights to Jabil.

“I look forward to the unique perspectives and practical wisdom that Jamie and Tiger will bring to our Board. Their insights will be invaluable to our leadership team as we continue to advance our strategic path forward,” said Jabil CEO Kenny Wilson.

About Jabil:

Jabil (NYSE: JBL) is a manufacturing solutions provider with over 250,000 employees across 100 locations in 30 countries. The world’s leading brands rely on Jabil’s unmatched breadth and depth of end-market experience, technical and design capabilities, manufacturing know-how, supply chain insights, and global product management expertise. Driven by a common purpose, Jabil and its people are committed to making a positive impact on their local community and the environment. Visit www.jabil.com to learn more.

# # #

Investor Contact

Adam Berry

Vice President, Investor Relations

adam_berry@jabil.com

Media Contact

Timur Aydin

Director, Enterprise Content and Media

publicrelations@jabil.com

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Oct. 31, 2023
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Document Type 8-K
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Entity Incorporation State Country Code DE
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Entity Tax Identification Number 38-1886260
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Entity Address, City or Town St. Petersburg
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