[8-K] Fluor Corporation Reports Material Event

Rhea-AI Filing Summary

Fluor Corporation has announced that its former Chief Legal Officer and Corporate Secretary, John R. Reynolds, has entered into a consulting agreement through the company's subsidiary FDEE Consulting. The agreement, effective June 19, 2025, establishes the following key terms:

• Reynolds will provide advisory and consultation services at a rate of $590 per hour
• The consulting period is set for up to six months
• The agreement will be fully detailed in Fluor's quarterly report for Q2 2025

The filing was signed by Kevin B. Hammonds, who now serves as Executive Vice President, Chief Legal Officer and Corporate Secretary, indicating a leadership transition in Fluor's legal department. This Form 8-K reflects a material change in management structure and ongoing relationship with a former key executive.

Positive

• Continuity of legal expertise through consulting agreement with former Chief Legal Officer, ensuring smooth transition and knowledge retention
• Limited financial impact due to short-term nature of consulting agreement (6-month duration)

Negative

• Departure of Chief Legal Officer John R. Reynolds, indicating potential leadership instability
• Additional expenses from consulting agreement at $590 per hour, which could impact operating costs
• Quick replacement of CLO position suggests possible unexpected departure or succession planning gaps

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 19, 2025

FLUOR CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

001-16129

33-0927079

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS Employer Identification Number)

6700 Las Colinas Blvd.
Irving,			Texas						75039
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code (469) 398-7000

Not Applicable

(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, $.01 par value per share			FLR			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. o

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

On June 19, 2025, FDEE Consulting, Inc., a wholly owned subsidiary of Fluor Corporation (the “Corporation”), entered into a consulting agreement (the “Agreement”) with Mr. John R. Reynolds, the Corporation’s former Chief Legal Officer and Corporate Secretary, pursuant to which Mr. Reynolds will provide advisory and consultation services to the Corporation at a rate of $590 per hour for a period of up to six months beginning June 19, 2025. The foregoing description of the Agreement is a summary only and is qualified in its entirety by reference to the full text of the Agreement, which will be filed as an exhibit to the Corporation’s quarterly report on Form 10-Q for the quarter ended June 30, 2025.

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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: June 24, 2025

			FLUOR CORPORATION
			By:			/s/ Kevin B. Hammonds
						Kevin B. Hammonds
						Executive Vice President, Chief Legal Officer and Corporate Secretary

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FAQ

Why did FLR's Chief Legal Officer John R. Reynolds leave Fluor Corporation?

The 8-K filing does not specify the reason for John R. Reynolds' departure as Chief Legal Officer and Corporate Secretary. However, it discloses that he has entered into a consulting agreement with FDEE Consulting, Inc., a wholly owned subsidiary of Fluor Corporation, to provide advisory services.

What are the terms of FLR's consulting agreement with former CLO John Reynolds?

According to the 8-K filed on June 24, 2025, John R. Reynolds will provide advisory and consultation services to Fluor Corporation at a rate of $590 per hour for a period of up to six months beginning June 19, 2025.

Who is the new Chief Legal Officer of FLR as of June 2025?

The 8-K indicates that Kevin B. Hammonds is now serving as Executive Vice President, Chief Legal Officer and Corporate Secretary, as evidenced by his signature on the filing dated June 24, 2025.

When will FLR disclose the full consulting agreement with John Reynolds?

The complete consulting agreement will be filed as an exhibit to Fluor Corporation's quarterly report for the quarter ending June 30, 2025.