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Washington, DC 20549





Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 26, 2021



(Exact Name of Registrant as Specified in its Charter)








(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)


1900 W. Field Court

Lake Forest, Illinois



(Address of Principal Executive Offices)


(Zip Code)


Registrant’s telephone number, including area code: (800) 879-5067

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 (see General Instruction A.2. below):



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, $0.001 Par Value




The Nasdaq Stock Market LLC


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 October 26, 2021, Thomas Degnan, a director of Reynolds Consumer Products Inc. (“Reynolds”), informed the Board of Directors of Reynolds that he will retire as a director, effective October 31, 2021. There are no disagreements between Mr. Degnan and Reynolds on any matter relating to Reynolds’ operations, policies or practices.



Item 7.01Regulation FD Disclosure


Attached to this Current Report on Form 8-K as Exhibit 99.1 is a copy of the press release issued by Reynolds in connection with the announcement of the retirement of Mr. Degnan as a director effective as of October 31, 2021.


The information contained in this Item 7.01 and Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any filings made by Toro under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


Section 9-Financial Statements and Exhibits


Item 9.01.Financial Statements and Exhibits.







Exhibit No.








Press Release dated October 28, 2021 (furnished herewith)



Cover Page Interactive Data File (embedded within the Inline XBRL document)






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.


Date: October 28, 2021






















/s/ David Watson





David Watson





General Counsel and Secretary










Exhibit 99.1

Thomas Degnan Retires from Board of Directors of
Reynolds Consumer Products

LAKE FOREST, IL, October 28, 2021 – (BUSINESSWIRE) – Thomas Degnan, member of the Reynolds Consumer Products Inc., (RCP) Board of Directors, announced his retirement from the board effective October 31. Mr. Degnan has been a member of the Company’s Board of Directors since October 2019 and has served as the Chair of the Compensation, Nominating and Governance Committee.

“Tom brought valuable perspective and insight on this business essential to the continued growth of RCP. His total career experience  - and his years serving as Chief Executive Officer of our former parent company - afforded us his irreplaceable leadership during the transition to a publicly traded company,” said Richard Noll, RCP Board Chairman. “On behalf of the Board, I want to publicly thank Tom for his service and dedication.”

“We all extend our gratitude for his leadership. I had the honor and privilege of Tom’s guidance for nearly 14 years, beginning when RGHL acquired the Alcoa packaging business in 2008. As a mentor, he challenged me to evaluate different approaches and strategies, and ensured that contingency plans were always in place,” said Lance Mitchell, CEO, RCP.  “We have made his guidance an ongoing part of how we operate and will continue to leverage those ideals for years to come.”

In addition to concluding his leadership role for Reynolds Consumer Products, in January 2021, Mr. Degnan retired from Pactiv Evergreen Inc. (previously known as Reynolds Group Holdings Limited “RGHL”). He had served as a director and the Chief Executive Officer of RGHL since 2007. Mr. Degnan began his career by earning a B.A. from Loyola University, Chicago.

About Reynolds Consumer Products Inc.
RCP’s mission is to simplify daily life so consumers can enjoy what matters most. RCP is a market-leading consumer products company with a presence in 95% of households across the United States. RCP produces and sells products across three broad categories: cooking products, waste & storage products and disposable tableware; that are sold under iconic brands such as Reynolds and Hefty, as well as under store brands that are strategically important to RCP’s customers. Overall, across both branded and store brand offerings, RCP holds the #1 or #2 U.S. market share position in the majority of product categories in which it participates.





Mark Swartzberg

(847) 482 – 4081



Kate Ottavio Kent