=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): August 13, 2002 WASTE MANAGEMENT, INC. (Exact name of registrant as specified in its charter) Delaware 1-12154 73-1309529 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification Number) 1001 Fannin Street, Suite 4000 Houston, Texas 77002 (Address of principal executive offices) (Zip Code) (713) 512-6200 (Registrant's telephone number, including area code) =============================================================================== ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Statement Under Oath Of A. Maurice Myers, Principal Executive Officer, Regarding Facts and Circumstances Relating to Exchange Act Filings. 99.2 Statement Under Oath Of William L. Trubeck, Principal Financial Officer, Regarding Facts and Circumstances Relating to Exchange Act Filings ITEM 9. REGULATION FD DISCLOSURE On August 13, 2002, Waste Management, Inc. submitted to the Securities and Exchange Commission the Statements under Oath of Principal Executive Officer and Principal Financial Officer in accordance with the Commission's June 27, 2002 Order (File No. 4-460) requiring the filing of sworn statements pursuant to Section 21(a)(1) of the Securities and Exchange Act of 1934, as amended. -2- 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. WASTE MANAGEMENT, INC. Date: August 13, 2002 By: /s/ David P. Steiner ------------------------------------- David P. Steiner Senior Vice President, General Counsel and Secretary -3- EXHIBIT INDEX -4-
EXHIBIT NUMBER EXHIBIT DESCRIPTION ------ ------------------- 99.1 Statement Under Oath Of A. Maurice Myers, Principal Executive Officer, Regarding Facts and Circumstances Relating to Exchange Act Filings. 99.2 Statement Under Oath Of William L. Trubeck, Principal Financial Officer, Regarding Facts and Circumstances Relating to Exchange Act Filings
EXHIBIT 99.1 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, A. Maurice Myers, Chairman, President and Chief Executive Officer, of Waste Management, Inc., state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Waste Management, Inc., (the "Company"), described below, and, except as corrected or supplemented in a subsequent covered report: o No covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o No covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement is a "covered report": o the Company's Annual Report on Form 10-K for the year ended December 31, 2002; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of the Company filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ A. Maurice Myers -------------------------------- A. Maurice Myers Date: August 13, 2002 -------------------------- State of Texas } --------------- } County of Harris } -------------- Subscribed and sworn to before me this 13th day of August, 2002. /s/ Kimerly A. Gann ------------------------------------- Notary Public My Commission Expires: April 20, 2004
EXHIBIT 99.2 STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, William L. Trubeck, Executive Vice President and Chief Administrative Officer of Waste Management, Inc., state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Waste Management, Inc., (the "Company") described below, and, except as corrected or supplemented in a subsequent covered report: o No covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o No covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement is a "covered report": o the Company's Annual Report on Form 10-K for the year ended December 31, 2001; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of the Company filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ William L. Trubeck ------------------------------------ William L. Trubeck Date: August 13, 2002 ------------------------------- State of Texas } --------------- } County of Harris } -------------- Subscribed and sworn to before me this 13th day of August, 2002. /s/ Kimerly A. Gann ------------------------------------- Notary Public My Commission Expires: April 20, 2004