Albertson's Companies Inc.
11/14/2025 | Press release | Distributed by Public on 11/14/2025 16:21
Management Change/Compensation (Form 8-K)
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 12, 2025, Lisa Gray resigned from the Board of Directors (the "Board") of Albertsons Companies, Inc. (the "Company"). Her resignation was not the result of any disagreement between Ms. Gray and the Company, its management, the Board, or any committee thereof, or with respect to any matter relating to the Company's operations, policies, or practices. Ms. Gray began her service on the Board in November 2023 following her designation to the Board by certain affiliates of Cerberus Capital Management, L.P. ("CCM" and, along with its affiliates, "Cerberus") pursuant to the director designation right set forth in Section 2.01 of that certain Stockholders' Agreement, dated as of June 25, 2020, by and among the Company and Cerberus (the "Stockholders' Agreement").
Effective November 12, 2025, Scott Wille was appointed as a member of the Board for the term expiring at the Company's 2026 annual meeting of stockholders or until his successor is duly elected and qualified. Mr. Wille has not been appointed to any committee of the Board and was designated to the Board by Cerberus upon Ms. Gray's resignation pursuant to the Stockholders' Agreement.
Mr. Wille is the Senior Managing Director of CCM, which is an investment adviser registered with the Securities and Exchange Commission ("SEC") pursuant to the Investment Advisers Act of 1940. Cerberus has approximately $66 billion of assets under management for investment funds, managed accounts, and other investment entities in a wide variety of asset classes, including private credit, private equity, real estate, and various other types of investments. Mr. Wille joined Cerberus in 2006 and is a graduate of Dartmouth College.
Cerberus holds 151,818,680 shares of Class A common stock of the Company and provides certain services to the Company which are disclosed under "Certain Relationships and Related Party Transactions" in the Company's proxy statement for the 2025 annual meeting of stockholders (the "Proxy Statement"), filed with the SEC on June 20, 2025, and incorporated by reference herein. Mr. Wille may be deemed to have an indirect interest in the related party transactions and except for the information so disclosed in the Proxy Statement, Mr. Wille is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.
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