Goodyear Tire announces cooperation agreement with Elliott Investment

The Goodyear Tire & Rubber Company announced enhancements to its Board of Directors in connection with a cooperation agreement with Elliott Investment Management L.P. Three highly experienced business leaders, mutually agreed-upon between Goodyear and Elliott, will join the Board effective immediately: Joseph R. Hinrichs, President & CEO, CSX Corporation; Max H. Mitchell, President & CEO, Crane Company; Roger J. Wood, Former Co-CEO, Tenneco. With these appointments, the Goodyear Board is composed of 15 directors, 13 of whom are independent. Goodyear will nominate up to 12 directors to stand for election at its 2024 annual meeting, including the three new directors. Further, as part of its agreement with Elliott, the Board is establishing a Strategic and Operational Review Committee to oversee and support the Board and management’s review of various strategic and operational alternatives to maximize sustainable shareholder-value creation and build upon a number of initiatives that Goodyear has been executing. The committee will be chaired by Goodyear Chairman, CEO and President Richard J. Kramer, and will include James A. Firestone, Thomas L. Williams, Max H. Mitchell and Roger J. Wood. The committee reviews will be supported by Goodyear’s financial advisors and a leading consulting firm. The cooperation agreement that Goodyear has entered into with Elliott contains customary standstill, voting, non-disparagement and other provisions.