UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 29, 2024
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NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
(Exact name of registrant as specified in its charter)
District of Columbia | 1-7102 | 52-0891669 | ||||||
(state or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
20701 Cooperative Way, | Dulles, | VA | 20166-6691 | ||||||||
(Address of principal executive offices) (Zip Code) |
Registrant's telephone number, including area code: (703) 467-1800
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
7.35% Collateral Trust Bonds, due 2026 | NRUC 26 | New York Stock Exchange | ||||||
5.50% Subordinated Notes, due 2064 | NRUC | 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 February 29, 2024, the Board of Directors of National Rural Utilities Cooperative Finance Corporation (the “Company”) approved the amendment of the Employment Agreement dated as of March 10, 2021 (the “Agreement”) between the Company and the Chief Executive Officer of the Company, J. Andrew Don (the “CEO”), to extend the term of employment of the CEO from May 31, 2024 to May 31, 2027, unless otherwise terminated in accordance with the terms of the Agreement. The amended Agreement provides that, in addition to other compensation provided for in the Agreement, from June 1, 2024 through the remaining term of employment, the Company shall pay the CEO a base salary at an annual rate of not less than $1,161,000.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibits are filed as part of this report:
Exhibit No. | Description | |||||||
10.1 | ||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
NATIONAL RURAL UTILITIES | ||
COOPERATIVE FINANCE CORPORATION |
By: | /s/ YU LING WANG | ||||
Yu Ling Wang | |||||
Senior Vice President and Chief Financial Officer |
Dated: March 5, 2024