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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):
July 20, 2025
CF
Industries Holdings, Inc.
(Exact name of registrant
as specified in its charter)
| Delaware |
|
001-32597 |
|
20-2697511 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
2375 Waterview Drive
Northbrook,
Illinois |
|
|
|
60062 |
(Address
of principal
executive offices) |
|
|
|
(Zip
Code) |
Registrant’s telephone number, including
area code (847) 405-2400
(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 |
|
CF |
|
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 July 20, 2025, Senior Vice President,
Manufacturing and Distribution, Ashraf Malik, informed CF Industries Holdings, Inc. (the “Company”) that he intends to
retire from employment with the Company effective as of April 1, 2026.
On July 24, 2025, the Company issued a press
release with respect thereto. A copy of the press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.
| Item 9.01. | Financial Statements and
Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description of Exhibit |
| |
|
| 99.1 |
Press Release, dated July 24, 2025 |
| |
|
| 104 |
Cover Page Interactive Data File (the cover page XBRL tags are 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.
| Date: |
July 24,
2025 |
CF
INDUSTRIES HOLDINGS, INC. |
| |
|
|
|
| |
|
By: |
/s/ Michael
P. McGrane |
| |
|
Name: |
Michael
P. McGrane |
| |
|
Title: |
Vice
President, General Counsel and Secretary |
