Agilent amends 8-K to disclose interim CFO stipend and $1M RSU grant

Rhea-AI Filing Summary

Agilent Technologies reported the resignation of Robert W. McMahon from his role as Senior Vice President and Chief Financial Officer and named Rodney Gonsalves as interim Chief Financial Officer and interim Principal Financial Officer.

The Compensation Committee approved a bi-weekly salary stipend of $8,654 effective July 31, 2025 while Mr. Gonsalves serves as interim CFO and a grant of restricted stock units in a target amount of $1,000,000, subject to Agilent's standard equity award terms under its 2018 Stock Plan.

Positive

• Clear disclosure of interim CFO compensation terms including stipend and RSU target
• Grant of restricted stock units with a target value of $1,000,000 under the company's 2018 Stock Plan

Negative

• Resignation of Robert W. McMahon as Senior Vice President and Chief Financial Officer
• Use of an interim appointment indicates the company has not yet named a permanent successor

Insights

Corporate Governance Expert

TL;DR: CFO resignation is a governance event that can raise questions about continuity; interim appointment stabilizes leadership but is not a long-term solution.

The departure of the company's Chief Financial Officer is a material governance development because the CFO is central to financial reporting and investor communication. The company named an interim CFO, which preserves operational continuity while the board conducts a search. The disclosure is transparent about the interim compensation terms, reducing ambiguity. Investors may view the abrupt leadership change as a governance risk until a permanent replacement is named.

Compensation Analyst

TL;DR: The interim pay package is clearly defined and appears routine: a bi-weekly stipend of $8,654 and a target RSU grant of $1,000,000 under existing plan terms.

The Compensation Committee approved two specific elements: a salary stipend of $8,654 bi-weekly effective July 31, 2025 while serving as interim CFO, and a restricted stock unit grant with a target value of $1,000,000. Both components are standard mechanisms to compensate interim executives and the RSUs follow the company’s established 2018 Stock Plan award terms, suggesting no extraordinary bespoke arrangements.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 11, 2025

AGILENT TECHNOLOGIES, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-15405	77-0518772
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
5301 Stevens Creek Boulevard
Santa Clara, California				95051
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 800 227-9770

(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:

☐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, $0.01 par value		A		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. ☐

Explanatory Note

On July 15, 2025, Agilent Technologies, Inc. (the “Company”) filed a Current Report on Form 8-K under Item 5.02 to report the resignation of Robert W. McMahon as Senior Vice President, Chief Financial Officer of the Company and the appointment of Rodeny Gonsalves as interim Chief Financial Officer and interim Principal Financial Officer of the Company (the “Original 8-K”). The Company is filing this Form 8-K/A as an amendment to the Original 8-K to disclose details of Mr. Gonsalves’ compensation that were not determined at the time of filing the Original 8-K. The other disclosures in the Original 8-K remain the same and are not amended hereby.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

In connection with Mr. Gonsalves’ appointment as interim Chief Financial Officer and interim Principal Financial Officer of the Company, the Compensation Committee of the Board approved on July 16, 2025, the following changes to Mr. Gonsalves’ compensation package: (i) effective on July 31, 2025, a salary stipend of $8,654 bi-weekly for as long as he serves as interim Chief Financial Officer, and (ii) a grant of restricted stock units of the Company’s common stock in the target amount of $1,000,000. The restricted stock units are subject to the standard terms and conditions of the Company’s forms of equity award agreements under Agilent’s 2018 Stock Plan, as amended.

Item 9.01. – Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
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 thereunto duly authorized.

			AGILENT TECHNOLOGIES, INC.
Date:	August 8, 2025	By:	/s/ P. Diana Chiu
		Name:	P. Diana Chiu
		Title:	Vice President, Assistant General Counsel & Assistant Secretary

FAQ

What change did Agilent (A) disclose in this 8-K/A?

The company disclosed the resignation of Robert W. McMahon as Senior Vice President and Chief Financial Officer and the appointment of Rodney Gonsalves as interim CFO and interim Principal Financial Officer.

What interim compensation was approved for Agilent's new interim CFO?

The Compensation Committee approved a bi-weekly salary stipend of $8,654 effective July 31, 2025 and a restricted stock unit grant with a target value of $1,000,000.

Under what plan are the restricted stock units awarded?

The restricted stock units are subject to the standard terms and conditions of Agilent's 2018 Stock Plan, as amended.

Does the 8-K/A indicate a permanent CFO appointment?

No. The filing states Rodney Gonsalves was appointed as interim Chief Financial Officer and interim Principal Financial Officer.

Are there any other amendments or disclosures in this 8-K/A?

The amendment discloses details of the interim CFO's compensation that were not determined at the time of the original 8-K; other disclosures in the original 8-K remain unchanged.