Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 6, 2023, the Board of Directors (the "Board") of Waste Management,
Inc. (the "Company") increased its size to ten members and elected Mr. Bruce E.
Chinn as an additional member of the Board, effective as of February 10, 2023,
with a term expiring at the 2023 annual meeting of stockholders (the "2023
Annual Meeting"). Mr. Chinn was also appointed to the Audit Committee of the
Board.
Mr. Chinn, age 65, is President and Chief Executive Officer of Chevron Phillips
Chemical Company LLC, a global petrochemical joint venture of Chevron U.S.A.
Inc. and Phillips 66 Company, and a member of its board of directors.
Mr. Chinn will receive compensation for his service as a non-employee director
of the Company as described in the Company's Proxy Statement. Mr. Chinn will
receive pro-rated compensation for the current six-month director compensation
period ending July 15, 2023, consisting of (i) a stock award under the Company's
2014 Stock Incentive Plan for the number of shares of Common Stock of the
Company equal in fair market value to $70,200, rounded to the nearest full
share, on the grant date of February 10, 2023 and (ii) a cash payment of
$46,800.
Mr. Chinn will stand for re-election at the 2023 Annual Meeting. Director Thomas
H. Weidemeyer has reached the retirement age set forth in the Company's
Corporate Governance Guidelines; therefore, he will not stand for re-election
and his term as a director of the Company will expire at the 2023 Annual
Meeting. The Board intends to reduce its size to nine members effective as of
the expiration of Mr. Weidemeyer's term.
A copy of the news release relating to this disclosure is furnished herewith as
Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Index
Exhibit
Number Description
99.1 News Release dated February 6, 2022
Cover Page Interactive Data File (formatted as inline XBRL and contained
104 in Exhibit 101)
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WASTE MANAGEMENT, INC. 
