Owens Corning (NYSE: OC) to cut board to nine as Mannen departs

Rhea-AI Filing Summary

Owens Corning reported that director Maryann T. Mannen has informed the Board that she will not stand for re-election at the company’s 2026 Annual Meeting of Stockholders. The company states that her decision is not due to any disagreement regarding its operations, policies, or practices.

Effective upon the 2026 Annual Meeting, the Board plans to reduce its size from ten directors to nine.

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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): February 4, 2026

______________________________________

Owens Corning

(Exact name of registrant as specified in its charter)

   ______________________________________

DE

1-33100

43-2109021

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

One Owens Corning Parkway
Toledo,						Ohio			43659
(Address of principal executive offices) (Zip Code)

419-248-8000

(Registrant’s telephone number, including area code)

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, par value $0.01 per share

OC

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 February 4, 2026, Maryann T. Mannen, a director of Owens Corning (the “Company”), advised the Company's Board of Directors (the “Board”) that she will not stand for re-election at the Company’s 2026 Annual Meeting of Stockholders. Ms. Mannen's decision to not stand for re-election is not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Effective upon the 2026 Annual Meeting of Stockholders, the Board intends to reduce the number of directors on the Board from ten to nine.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

			Owens Corning
February 6, 2026			By:			/s/ Todd W. Fister
						Todd W. Fister
						Executive Vice President and Chief Financial Officer

FAQ

What board change did Owens Corning (OC) disclose in this 8-K?

Owens Corning disclosed that director Maryann T. Mannen will not stand for re-election at the company’s 2026 Annual Meeting of Stockholders. Following the meeting, the Board plans to reduce its size from ten directors to nine.

Why is Owens Corning director Maryann T. Mannen leaving the board?

Maryann T. Mannen notified Owens Corning’s Board that she will not stand for re-election at the 2026 Annual Meeting. The company states her decision is not due to any disagreement over its operations, policies, or practices, indicating an orderly transition.

How will Owens Corning’s board size change after the 2026 meeting?

Effective upon the 2026 Annual Meeting of Stockholders, Owens Corning’s Board intends to reduce its size from ten directors to nine. This change aligns with Maryann T. Mannen’s decision not to stand for re-election, rather than adding a replacement director.

Does Owens Corning report any disagreement with Maryann T. Mannen?

Owens Corning states that Maryann T. Mannen’s decision not to stand for re-election is not due to any disagreement with the company on matters related to its operations, policies, or practices. The disclosure portrays her departure as a non-contentious governance change.

When will Maryann T. Mannen’s service on Owens Corning’s board end?

Maryann T. Mannen will continue serving as a director until Owens Corning’s 2026 Annual Meeting of Stockholders. At that meeting, she will not stand for re-election, and the Board intends to move from ten directors to nine following her departure.