Amrize Ltd 8-K

What Happened
Amrize Ltd filed an 8-K (Item 5.02) reporting that on February 11, 2026 Theresa Drew stepped down from the company's Board of Directors; the resignation was not due to any disagreement with the company’s operations, policies or practices. On the same date the Board appointed Robert S. Rivkin as Chair of the Audit Committee (he has served on the committee since June 2025) and added Holli Ladhani to the Audit Committee as a qualified “audit committee financial expert” who meets NYSE financial literacy requirements.

Key Details

• Event date: February 11, 2026; 8-K filed February 12, 2026.
• Director departure: Theresa Drew resigned; Board states resignation not related to any disagreement with company operations, policies or practices.
• Audit Committee changes: Robert S. Rivkin named Audit Committee Chair (member since June 2025).
• Financial expertise: Holli Ladhani appointed to the Audit Committee and designated an audit committee financial expert under Regulation S-K; determined to satisfy NYSE financial literacy rules.

Why It Matters
These are governance-level changes that affect financial oversight. Appointing a new Audit Committee chair and adding a designated audit committee financial expert can strengthen the Board’s capacity to oversee accounting, reporting and internal controls—items investors watch for when assessing corporate governance and financial risk. The company’s note that the resignation was not due to a disagreement reduces concern that the change signals internal conflict.