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DE 8-K: Board Resizes, R. Preston Feight Named Lead Director After Smith’s Passing

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Deere & Company (NYSE: DE) filed a Form 8-K on July 7, 2025 to disclose a governance-related event under Item 8.01. The company announced the death of long-standing director Sherry M. Smith, who had served on the board since 2011 and sat on several committees. In response, the Board of Directors immediately reduced its size from 11 to 10 members and appointed R. Preston Feight—CEO of PACCAR and a Deere director since 2022—as Lead Director. No changes to executive management, strategy, or financial outlook were reported, and there were no accompanying financial statements. A press release (Exhibit 99.1) was furnished with additional details.

This disclosure is primarily a corporate governance update; it does not affect the company’s capital structure, operations, or near-term financial performance. For investors, the key considerations are continuity of board oversight, committee re-alignments that may follow, and any future search to fill the vacant seat. Because Deere acted promptly to designate a new Lead Director and maintain an odd-numbered board, governance risk appears contained. Nevertheless, the loss of an experienced director with 14 years of institutional knowledge could create a temporary expertise gap, particularly on committees where Ms. Smith previously served.

Positive

  • Swift board action—size reduced to 10 and new Lead Director appointed on the same day, signalling effective succession planning.

Negative

  • Loss of experienced director with 14 years of service may temporarily weaken board committee expertise.

Insights

TL;DR: Board loses seasoned director; prompt appointment of new Lead Director limits governance disruption—overall neutral impact.

Ms. Smith’s death removes an experienced voice with audit and compensation expertise. Deere mitigated risk by immediately shrinking the board and naming Mr. Feight Lead Director, preserving independent oversight. There are no by-laws violations or listing-rule concerns because the board maintains required independence ratios. Shareholder voting dynamics change slightly as an empty seat reduces dissent potential. Overall, this is a routine governance adjustment with no material financial implications, so I view the disclosure as neutral for equity valuation.

0000315189falseDEERE & CO0000315189us-gaap:CommonStockMember2025-07-072025-07-070000315189de:Debentures6.55PercentDue2028Member2025-07-072025-07-0700003151892025-07-072025-07-07

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: July 7, 2025

(Date of earliest event reported)

DEERE & COMPANY

(Exact name of registrant as specified in its charter)

Delaware

1-4121

36-2382580

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

One John Deere Place

MolineIllinois 61265

(Address of principal executive offices and zip code)

(309) 765-8000

(Registrant’s telephone number, including area code)

___________________________________________________

(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

Name of each exchange on which registered

Common stock, $1 par value

DE

New York Stock Exchange

6.55% Debentures Due 2028

DE28

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 8.01Other Events

On July 7, 2025, Deere & Company (the “Company”) issued a press release announcing the death of Sherry M. Smith. Ms. Smith had served as a director of the Company since 2011. In light of her passing, on July 7, 2025, the Board reduced its size to ten members and appointed R. Preston Feight as Lead Director.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits

Number

Description of Exhibit

99.1

Press Release, dated July 7, 2025

104

Cover Page Interactive Data File (the cover page XBRL tags are imbedded in the Inline XBRL document)

2

Signature

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.

DEERE & COMPANY

By:

/s/ Edward R. Berk

Edward R. Berk

Corporate Secretary

Dated: July 7, 2025

3

FAQ

Why did Deere & Company (DE) file this Form 8-K?

To report the death of director Sherry M. Smith and related board changes under Item 8.01.

Who was appointed Lead Director at Deere following the board change?

R. Preston Feight was appointed Lead Director on July 7, 2025.

How many members does Deere & Company's board now have?

The board size was reduced from 11 to 10 members.

Does the 8-K include any financial statements or earnings data?

No, Item 9.01 lists only the press release as Exhibit 99.1; no financials were provided.

Will the board vacancy be filled in the near future?

The filing does not state plans to fill the seat; investors should monitor future disclosures.
Deere & Co

NYSE:DE

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