FMC appoints Luc Tack to expanded board after Tessenderlo investment

FMC Corporation appointed Luc Tack to its Board of Directors on October 21, 2026, expanding the board size from nine to ten members. The appointment was made pursuant to an Investor Agreement with Tessenderlo Group NV, which closed on September 23, 2026.

Tessenderlo Group NV, a Belgian public limited company, acquired an aggregate of 30,319,166 shares of FMC common stock at a price of $13.30 per share. The total purchase price for the transaction was $403,244,907.80. The Stock Purchase Agreement between the two companies was originally signed on June 30, 2026. At the closing of the transaction, FMC and Tessenderlo Group NV also entered into a Registration Rights Agreement.

Under the terms of the Investor Agreement, FMC was required to increase the size of its Board by one director and appoint a candidate nominated by the investor at the first regularly scheduled board meeting following the closing. Tack, who has served as Chief Executive Officer of Tessenderlo Group NV since December 2013, was named to the new seat effective October 21, 2026. He was also appointed to the Board's Sustainability & Innovation Committee on the same date.

Tessenderlo Group NV is described as an industrial group with a focus on agriculture, valorizing bio-residuals, machinery, mechanical engineering, electronics, energy, and industrial solutions related to water. In addition to his role at Tessenderlo Group NV, where he also serves as managing director, Tack is Managing Director of Picanol NV.

Tack will receive the standard compensation payable to non-employee directors of FMC Corporation. This compensation structure is detailed in FMC's 2026 proxy statement filed with the U.S. Securities and Exchange Commission on March 13, 2026, and in the company's Amended and Restated Compensation Policy for Non-Employee Directors. However, Tack's compensation includes specific modifications due to restrictions in the Investor Agreement that limit affiliates of the investor from acquiring additional shares of FMC common stock. In lieu of an annual grant of restricted stock units, Tack will receive an equivalent amount of cash. This cash payment will be made at the same time and under the same terms and conditions as his annual cash retainer. Furthermore, Tack is not permitted to elect to receive any portion of his annual cash retainer in the form of restricted stock units.

The Form 8-K filing indicates that aside from the transactions under the Purchase Agreement, Investor Agreement, and Registration Rights Agreement, Mr. Tack holds no other direct or indirect material interests in matters requiring disclosure under Item 404(a) of Regulation S-K. The report was signed on October 21, 2026, by Andrew D. Sandifer, Executive Vice President and Chief Financial Officer of FMC Corporation.