ROK Form 8-K discloses Change of Control Agreements for CEO and officers

Rhea-AI Filing Summary

Rockwell Automation filed a Form 8-K to disclose newly executed Change of Control Agreements dated September 30, 2025. The filing names a specific agreement with CEO Blake D. Moret and a form agreement for other senior officers including Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, and Rebecca W. House. The document is signed on behalf of the company by Rebecca W. House in her role as Senior Vice President, Chief People and Legal Officer and Secretary. The filing also includes a cover page interactive data file formatted in inline XBRL.

Positive

• Change of Control Agreements executed for CEO and senior officers on September 30, 2025
• Formalized governance step that can aid executive retention during strategic transactions
• Cover page interactive XBRL included, supporting machine‑readable disclosure

Negative

• Potential contractual obligations arise upon a qualifying change of control (amounts not disclosed)
• No monetary terms provided, so investor assessment of potential liabilities is limited
• Broader obligation scope across multiple named officers could increase aggregate payouts if triggered

Insights

Corporate Governance Analyst

The company formalized executive protections tied to a change of control.

Rockwell's filing documents executed Change of Control Agreements dated September 30, 2025 for the CEO and other senior officers, which are common corporate governance measures to address executive continuity during transactions.

These agreements establish contractual obligations that could become payable if a qualifying change of control occurs; the filing itself lists the parties but does not disclose severance amounts or specific payout triggers.

Compensation & HR Specialist

Payroll and retention exposure exists but no monetary terms disclosed.

The Form 8-K identifies the existence and effective date of the agreements for multiple named officers, indicating the company updated or put in place standard change‑of‑control protections as of September 30, 2025.

The filing does not include compensation amounts, performance conditions, or precise triggers, so any near‑term cash or equity impact cannot be determined from this document alone.

ROCKWELL AUTOMATION, INC false 0001024478 0001024478 2025-09-30 2025-09-30

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): October 3, 2025 (September 30, 2025)

Rockwell Automation, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware		1-12383		25-1797617
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1201 South Second Street

Milwaukee, Wisconsin 53204

(Address of Principal Executive Offices) (Zip Code)

(414) 382-2000

(Registrant’s telephone number, including area code)

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 ($1.00 par value)		ROK		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. ☐

INFORMATION TO BE INCLUDED IN THE REPORT

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

On September 30, 2025, the Company entered into change of control agreements with Blake D. Moret, Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, and Rebecca W. House as well as certain other officers (the “Agreements”). The Agreements replace the Change of Control Agreements dated September 30, 2022 between the Company and the executives, which expired by their terms on September 30, 2025 (the “Old Agreements”). The Agreements become effective if there is a change of control of the Company on or after September 30, 2025 and before October 1, 2028. The terms and conditions set forth in the Agreements are substantially the same as those set forth in the Old Agreements (which are summarized in our most recent Proxy Statement dated December 20, 2024).

The foregoing description of the Agreements is not complete and is qualified in its entirety by reference to the Agreement with Mr. Moret and the form of Agreement with the other officers, copies of which are filed herewith as Exhibits 99.1 and 99.2 and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description
99.1		Change of Control Agreement dated as of September 30, 2025 between the Company and Blake D. Moret.
99.2		Form of Change of Control Agreement dated as of September 30, 2025 between the Company and each of Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, Rebecca W. House, and certain other officers.
104		Cover Page Interactive Data File, formatted in inline XBRL.

(Page 2 of 4 Pages)

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.

ROCKWELL AUTOMATION, INC.
(Registrant)
By:		/s/ Rebecca W. House
		Rebecca W. House
		Senior Vice President, Chief People and Legal Officer and Secretary

Date: October 3, 2025

(Page 3 of 4 Pages)

EXHIBIT INDEX

Exhibit Number		Description
99.1		Change of Control Agreement dated as of September 30, 2025 between the Company and Blake D. Moret.
99.2		Form of Change of Control Agreement dated as of September 30, 2025 between the Company and each of Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, Rebecca W. House, and certain other officers.
104		Cover Page Interactive Data File, formatted in inline XBRL.

(Page 4 of 4 Pages)

FAQ

What did Rockwell Automation (ROK) disclose in the Form 8-K?

The company disclosed executed Change of Control Agreements dated September 30, 2025 for the CEO and several senior officers and included an inline XBRL cover page.

Which executives are named in the 8-K for ROK?

The filing names Blake D. Moret (CEO) and lists form agreements for Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, and Rebecca W. House.

Does the filing state severance amounts or payout triggers?

No. The document shows the existence and date of the agreements but does not disclose monetary terms or specific payout triggers.

Who signed the 8-K for Rockwell Automation?

The filing is signed by Rebecca W. House in her capacity as Senior Vice President, Chief People and Legal Officer and Secretary.

Does this 8-K indicate a change of control has occurred?

No. The filing documents agreements that become relevant if a change of control occurs; it does not state that a change of control has taken place.