WATERS CORP /DE/ false 0001000697 0001000697 2023-10-18 2023-10-18

 

 

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 18, 2023

 

 

Waters Corporation

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   01-14010   13-3668640

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

34 Maple Street

Milford, Massachusetts 01757

(Address of principal executive offices) (Zip Code)

(508) 478-2000

(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 (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

Common Stock, par value $0.01 per share   WAT   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.

(b) On October 18, 2023, Jonathan Pratt notified Waters Corporation (the “Company”) of his decision to resign from his position as Senior Vice President of the Waters Division, effective October 24, 2023.

 

Item 7.01

Regulation FD Regulation FD Disclosure.

On October 24, 2023, the Company issued a press release announcing a business unit leadership transition, including the resignation of Mr. Pratt and the appointment of Christos Ross as Interim Senior Vice President of the Waters Division. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The information contained in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

Number    Description of Exhibits
99.1    Press release dated October 24, 2023.
104    The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.


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.

 

WATERS CORPORATION
By:  

/s/ Keeley A. Aleman

Name:   Keeley A. Aleman
Title:   Senior Vice President, General Counsel and Secretary

Dated: October 24, 2023

Exhibit 99.1

FOR IMMEDIATE RELEASE

Waters Corporation Announces Business Unit Leadership Transition

Jonathan Pratt to Step Down to Pursue an External Opportunity

Christos Ross Named Interim Senior Vice President of the Waters Division

MILFORD, Mass., October 24, 2023 — Waters Corporation (NYSE:WAT) today announced that Jonathan (“Jon”) Pratt has decided to step down from his role as Senior Vice President of the Waters Division, to pursue an external opportunity. He will remain with Waters until October 27, 2023 to ensure a smooth transition.

Christos (“Chris”) Ross, Senior Vice President of Global Operations, will serve as Interim Senior Vice President of the Waters Division effective immediately, until a permanent successor is named. Mr. Ross will continue as Senior Vice President of Global Operations and will maintain his existing responsibilities with the support of the Global Operations leadership team and the Executive Committee. As part of its normal process the Company has initiated a search to identify a permanent successor and will evaluate internal and external candidates.

“I want to thank Jon for his contributions to Waters during an important period at the Company. He enhanced our commercial capabilities, built a strong leadership team and was a valued member of the Executive Committee,” said Dr. Udit Batra, President and CEO, Waters Corporation. “We want to congratulate Jon as he pursues this next step in his career.”

“We are fortunate to have a deep and talented team at Waters and with Chris stepping into this role on an interim basis, we are confident this will be a seamless transition,” Dr. Batra continued. “Since his appointment in 2022, Chris has been a valuable leader at Waters overseeing the global operations team, where he has worked closely with leaders in the Waters Division. We look forward to benefiting from his contributions in an expanded role as we continue to execute on our strategy.”

Mr. Ross joined Waters in 2022, serving as the Senior Vice President of Global Operations. He is responsible for leading the Company’s worldwide capabilities in manufacturing, supply chain & distribution, operational excellence, real estate/facilities, health & safety, procurement, and quality. Prior to joining Waters, he spent 14 years at MilliporeSigma, the Life Science business of Merck KGaA, where he served as Interim Sector Head of Life Science and Head of Integrated Supply Chain Operations. Mr. Ross received an MBA from the University of Washington and a Bachelor of Science in electrical engineering from Worcester Polytechnic Institute.

About Waters Corporation (www.waters.com)

Waters Corporation (NYSE:WAT), a global leader in analytical instruments and software, has pioneered chromatography, mass spectrometry, and thermal analysis innovations serving the life, materials, and food sciences for over 60 years. With approximately 8,000 employees worldwide, Waters operates directly in 35 countries, including 14 manufacturing facilities, and with products available in more than 100 countries.


Cautionary Statement

This release contains “forward-looking” statements regarding future results and events, including statements regarding leadership transitions. For this purpose, any statements that are not statements of historical fact may be deemed forward-looking statements. Without limiting the foregoing, the words “will,” “feels”, “believes”, “anticipates”, “plans”, “expects”, “intends”, “suggests”, “appears”, “estimates”, “projects” and similar expressions, whether in the negative or affirmative, are intended to identify forward-looking statements. Actual future results and events may differ significantly from the results and events discussed in the forward-looking statements within this release for a variety of reasons, including the factors that are discussed in the sections entitled “Forward-Looking Statements” and “Risk Factors” of the Company’s annual report on Form 10-K for the year ended December 31, 2022 as filed with the Securities and Exchange Commission (“SEC”), as updated by the Company’s subsequent filings with the SEC. The forward-looking statements included in this release represent the Company’s estimates or views as of the date of this release and should not be relied upon as representing the Company’s estimates or views as of any date subsequent to the date of this release. Except as required by law, the Company does not assume any obligation to update any forward-looking statements.

Contacts

Kevin Kempskie, Senior Director Public Relations

Waters Corporation

pr@waters.com

Caspar Tudor, Head of Investor Relations

Waters Corporation

investor_relations@waters.com

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