Ingredion Inc false 0001046257 0001046257 2022-01-12 2022-01-12





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 12, 2022




(Exact name of registrant as specified in its charter)




Delaware   1-13397   22-3514823

(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)


5 Westbrook Corporate Center

Westchester, Illinois

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (708) 551-2600

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




Name of each exchange
on which registered

Common Stock, $0.01 par value per share   INGR   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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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.

(b)    On January 12, 2022, director Barbara A. Klein informed Ingredion Incorporated (the “Company”) of her decision to retire from the Company’s Board of Directors effective February 17, 2022. Ms. Klein indicated that her decision to retire was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

Gregory Kenny, the Company’s Chairman of the Board, thanked Ms. Klein for her distinguished service as a member of the Board of Directors since March 2004, including her service on three Board committees and her tenure of several years as Chair of the Audit Committee. Kenny conveyed the Board’s gratitude to Ms. Klein for her many contributions to the Company and expressed the Board’s sentiment that Ms. Klein would be missed by her fellow directors.


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: January 13, 2022     Ingredion Incorporated

/s/ Tanya M. Jaeger de Foras


Tanya M. Jaeger de Foras

Senior Vice President, Chief Legal Officer,
    Corporate Secretary and Chief Compliance Officer