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Director Thomas Chubb exits Flowers Foods (NYSE: FLO) board role

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

Rhea-AI Filing Summary

Flowers Foods reported that board member Thomas C. Chubb, III resigned from its board of directors, effective immediately on June 4, 2026. He stepped down due to competing professional demands from his role as chairman, president and chief executive officer of Oxford Industries, Inc.

The company stated that his resignation was not the result of any dispute or disagreement with the board or the company. Flowers Foods highlighted his six years of service, including work as independent presiding director and chair of the Nominating/Corporate Governance Committee, and expressed gratitude for his contributions.

Positive

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Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Resignation effective date June 4, 2026 Effective date of Thomas C. Chubb, III’s board resignation
emerging growth company regulatory
"Emerging growth company Item 5.02 Departure of Directors"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
independent presiding director financial
"including his contributions as independent presiding director and chair"
Nominating/Corporate Governance Committee financial
"and chair of the Nominating/Corporate Governance Committee."
A nominating/corporate governance committee is a small group of a company’s board members tasked with choosing and evaluating directors and setting the rules that guide how the board operates. Think of it as the board’s hiring and rule-making team: it shapes leadership, board makeup, independence and ethical standards, which in turn influence how well the company is overseen and how investor interests are protected.
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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): June 5, 2026 (June 4, 2026)

________________________

FLOWERS FOODS, INC.

(Exact name of registrant as specified in its charter)

________________________

Georgia

(State or other jurisdiction
of incorporation)
 

1-16247

(Commission File Number)

58-2582379

(IRS Employer Identification No.)

1919 Flowers Circle, Thomasville, GA

(Address of principal executive offices)
 

31757

(Zip Code)

Registrant’s telephone number, including area code: (229) 226-9110

N/A

(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

FLO

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 June 4, 2026, Thomas C. Chubb, III notified the board of directors (the “Board”) of Flowers Foods, Inc. (the “Company”) of his intention to resign from the Company, effective immediately. Mr. Chubb’s decision to resign was due to competing professional demands as chairman, president and chief executive officer of Oxford Industries, Inc., and was not the result of any dispute or disagreement with the Board or the Company. The Company and the Board extend their sincere gratitude to Mr. Chubb for his six years of service on the Board and for his contributions during his tenure as a director, including his contributions as independent presiding director and chair of the Nominating/Corporate Governance Committee.

 

 

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.

 

 

 

 

 

 

 

 

 

 

 

 

 

FLOWERS FOODS, INC.

 

 

 

 

Date: June 5, 2026

By:

 /s/ D. Anthony Scaglione

 

Name:

 D. Anthony Scaglione

 

Title:

 Chief Financial Officer

 

 

Source: View Original Filing on SEC EDGAR

FAQ

Why did Thomas C. Chubb, III resign from the Flowers Foods (FLO) board?

Thomas C. Chubb, III resigned due to competing professional demands. He serves as chairman, president and chief executive officer of Oxford Industries, Inc., and stepped down from the Flowers Foods board to focus on those responsibilities, according to the company.

When was Thomas C. Chubb, III’s resignation from Flowers Foods (FLO) effective?

His resignation was effective June 4, 2026. Flowers Foods disclosed that Chubb notified the board on June 4, 2026, and his departure from the board of directors took effect immediately on that date.

Did Thomas C. Chubb, III resign from Flowers Foods (FLO) over a disagreement?

The company states there was no dispute or disagreement. Flowers Foods reported that Chubb’s decision to resign was not the result of any dispute or disagreement with the board or the company, but rather due to competing professional demands.

What roles did Thomas C. Chubb, III hold on the Flowers Foods (FLO) board?

Chubb served as independent presiding director and chaired a key committee. During his six years on the Flowers Foods board, he was independent presiding director and chair of the Nominating/Corporate Governance Committee, contributing to governance oversight.

How long did Thomas C. Chubb, III serve on the Flowers Foods (FLO) board?

He served on the Flowers Foods board for six years. The company recognized his six years of service as a director and thanked him for his contributions during that tenure, including his leadership roles on the board.

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