CF Industries (CF) details CFO transition and names Richard Hoker interim

Rhea-AI Filing Summary

CF Industries Holdings, Inc. announced a planned chief financial officer transition. The company and its current executive vice president and CFO, Gregory D. Cameron, mutually agreed that he will separate from the company effective February 15, 2026.

Effective the same date, CF Industries has appointed Richard A. Hoker as Interim CFO while it conducts a search for a permanent CFO. Hoker has been the company’s vice president, corporate controller and chief accounting officer since November 2007 and previously held senior finance roles at Sara Lee Corporation and in public accounting.

The company states there are no family relationships or related-party transactions involving Hoker that require disclosure. Existing compensation arrangements for both Cameron and Hoker remain in place, and any material compensation changes related to these organizational moves will be disclosed in an amended report.

Insights

Corporate governance and leadership analyst

CF Industries discloses an orderly CFO transition with an experienced internal interim successor.

CF Industries is implementing a planned CFO change, with Gregory D. Cameron set to depart effective February 15, 2026. The company has designated long-serving finance executive Richard A. Hoker as Interim CFO starting the same date, which helps maintain continuity in financial leadership.

Hoker has been vice president, corporate controller and chief accounting officer since November 2007, and the company notes no disclosable family relationships or related-party transactions. Existing compensation arrangements for both executives remain in effect, with any material adjustments to be detailed in a future amendment. Overall, this reads as an organized leadership transition rather than a sudden disruption, though investors may pay attention to the eventual permanent CFO appointment once identified.

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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): January 5, 2026

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 January 5, 2026, CF Industries Holdings, Inc. (the “Company”) and Gregory D. Cameron, executive vice president and chief financial officer (“CFO”) of the Company, mutually agreed that Mr. Cameron will separate from the Company, effective as of February 15, 2026.

On January 6, 2026, the Company appointed Richard A. Hoker to serve as Interim CFO of the Company, effective as of February 15, 2026, until a successor CFO is appointed. The Company has also commenced a search for a permanent CFO.

Mr. Hoker, age 61, has served as the Company’s vice president and corporate controller and chief accounting officer since November 2007. Before joining the Company, Mr. Hoker spent over 11 years with Sara Lee Corporation, where he served as vice president and controller from January 2007 to November 2007 and principal accounting officer from July 2007 to November 2007. Prior to being named vice president and controller, Mr. Hoker held other financial management positions of increasing responsibility at Sara Lee. Prior to joining Sara Lee, Mr. Hoker was a member of the financial advisory services consulting group at Coopers & Lybrand LLP in Chicago (now PricewaterhouseCoopers) and previously led teams in the firm’s audit practice. Mr. Hoker holds a B.S. degree in accounting from DePaul University and an M.B.A. degree in finance and accounting from the University of Chicago. He is a certified public accountant.

There are no family relationships between Mr. Hoker and any director or executive officer of the Company, and there are no arrangements or understandings with any persons pursuant to which Mr. Hoker has been appointed to his position. In addition, there have been no transactions involving Mr. Hoker that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

As of the date of filing of this Current Report on Form 8-K, no compensation decisions have been made in connection with the organizational changes described above. Mr. Cameron’s and Mr. Hoker’s existing compensatory arrangements, grants and awards remain in effect. Once available, any material changes to compensation that are required to be disclosed will be reported by an amendment to this Current Report on Form 8-K.

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: January 7, 2026	CF INDUSTRIES HOLDINGS, INC.
	By:	/s/ Michael P. McGrane
	Name:	Michael P. McGrane
	Title:	Vice President, General Counsel and Secretary

FAQ

What executive change did CF (CF Industries Holdings, Inc.) report in this 8-K?

CF Industries reported that executive vice president and chief financial officer Gregory D. Cameron will separate from the company effective February 15, 2026.

Who will serve as interim CFO of CF Industries and when does this take effect?

Richard A. Hoker has been appointed Interim CFO of CF Industries, effective February 15, 2026, and will serve until a successor CFO is appointed.

What is Richard A. Hokers background before becoming interim CFO at CF?

Hoker has served as CF Industries vice president, corporate controller and chief accounting officer since November 2007, and previously held senior financial roles at Sara Lee Corporation and worked in financial advisory and audit at Coopers & Lybrand LLP

Are there any family relationships or related-party transactions involving the new interim CFO at CF?

The company states there are no family relationships between Richard Hoker and any director or executive officer and no transactions involving him that require disclosure under Item 404(a) of Regulation S-K.

Has CF Industries changed compensation for Gregory Cameron or Richard Hoker in connection with this transition?

As of this report, no compensation decisions have been made in connection with the organizational changes, and both executives existing compensatory arrangements, grants and awards remain in effect.

Is CF Industries looking for a permanent CFO?

Yes. CF Industries has commenced a search for a permanent CFO while Richard Hoker serves as Interim CFO.