Brightview Holdings, Inc. current report, 09 May 2022

BrightView Holdings, Inc. Form 8-K Summary

Business Context and Reporting Period

This Current Report on Form 8-K was filed by BrightView Holdings, Inc. on May 11, 2022, covering events that occurred on May 9, 2022. The filing addresses changes to the Company's Board of Directors.

Financial Metrics

This filing does not contain financial data. There is no information provided regarding revenue, profit, cash flow, margins, debt, or liquidity.

Material Changes

  • Director Resignation: Joshua Weisenbeck resigned from the Board of Directors effective immediately on May 9, 2022. The resignation was not due to any disagreement with the Company regarding operations, policies, or practices.
  • Director Appointment: The Board appointed William Cornog as a new independent director effective immediately to fill the vacancy. Mr. Cornog was nominated by the KKR Investor pursuant to the Stockholders Agreement dated June 27, 2018.
  • Term of Office: Mr. Cornog will serve until the Company's next Annual Meeting of Stockholders in 2023 or until his successor is elected and qualified.

Outlook, Risks, and Management Commentary

The Board determined that Mr. Cornog qualifies as an independent director under the Company's Corporate Governance Guidelines and NYSE rules. No committee appointments have been made for Mr. Cornog at this time. He will participate in the standard annual non-employee director compensation program and will enter into the Company's standard indemnification agreement. The filing notes no family relationships between Mr. Cornog and other directors or officers, and no reportable transactions under Item 404(a) of Regulation S-K exist other than the Stockholders Agreement.

Key Facts for Investor Verification

  • Confirm the effective date of Joshua Weisenbeck's resignation and William Cornog's appointment (May 9, 2022).
  • Verify Mr. Cornog's independence status and future committee assignments.
  • Review the Stockholders Agreement (Exhibit 4.1 to the July 2, 2018 Form 8-K) regarding the KKR Investor's nomination rights.
  • Check the Company's most recent Proxy Statement (filed January 19, 2022) for details on director compensation and related person transactions.