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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): December 9, 2005
USG Corporation
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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1-8864
(Commission File Number)
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36-3329400
(IRS Employer Identification No.) |
125 South Franklin Street, Chicago, Illinois 60606-4678
(Address of Principal executive offices, including Zip Code)
(312) 606-4000
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
On November 9, 2005, the Board of Directors (the Board) of USG Corporation (the Corporation)
(NYSE: USG) approved the appointments, effective January 1, 2006, of James S. Metcalf, currently
Executive Vice President, USG Corporation to the positions of President and Chief Operating
Officer, USG Corporation and Edward M. Bosowski, currently Executive Vice President, Marketing and
Corporate Strategy, USG Corporation to the positons of Executive Vice President and Chief Strategy
Officer, USG Corporation. Information regarding the employment arrangements of Mr. Metcalf and Mr.
Bosowski is set forth in the Corporation’s Annual Proxy Statement filed on April 1, 2005, and Form
8-K filed on November 14, 2005, each of which is incorporated herein by reference.
The business experience of Mr. Metcalf and Mr. Bosowski, during the past five years, is as follows:
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Business Experience |
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James S. Metcalf,
Executive Vice President, USG
Corporation; President, Building
Systems
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Executive Vice President and Chief
Operating Officer, L&W Supply
Corporation, to March 2000;
President and Chief Executive
Officer, L&W Supply Corporation, to
March 2002; Senior Vice President;
President, Building Systems, to
March 2004. |
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Edward M. Bosowski,
Executive Vice President, Marketing
and Corporate Strategy, USG
Corporation; President,
USG International
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President and Chief Executive
Officer, United States Gypsum
Company, to November 2000;
President, Growth Initiatives and
International, to February 2001;
Senior Vice President, Marketing and
Corporate Strategy; President, USG
International, to March 2004. |
A copy of the press release describing the appointments is furnished as Exhibit 99.1 hereto
and is incorporated herein by reference.
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| Exhibit No. |
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Description |
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99.1
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USG Corporation press release dated December 9, 2005. |
SIGNATURES
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.
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USG CORPORATION
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/s/ Stanley L. Ferguson
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| Date: December 9, 2005 |
Stanley L. Ferguson, |
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Executive Vice President & General Counsel |
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EXHIBIT INDEX
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| Exhibit No. |
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Description |
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99.1
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USG Corporation press release dated December 9, 2005. |