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CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously announced, Ms. Devina Rankin voluntarily resigned from her position of Executive Vice President and Chief Financial Officer of Waste Management, Inc. as of November 1, 2025, following her admirable career spanning 23 years of dedicated service, including nearly nine years as Chief Financial Officer. She continued to serve as an executive advisor at her prior base salary through March 13, 2026 to ensure an effective transition of her responsibilities. On March 13, 2026, Ms. Rankin received a cash bonus of $1 million in recognition of the value delivered to stockholders as a result of her leadership in completing the orderly transition of the Chief Financial Officer role to her successor and her important contributions toward the integration of our Healthcare Solutions business, which amount is in addition to her annual cash incentive award payout earned for 2025.
The cash transition success bonus was paid pursuant to a letter agreement filed as an exhibit hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Index
| Exhibit Number |
Description | |
| 10.1 | Transition success bonus letter agreement dated March 13, 2026. | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
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: March 13, 2026 | By: | /s/ Charles C. Boettcher |
| Charles C. Boettcher | ||
| Executive Vice President and Chief Legal Officer | ||
EXHIBIT 10.1
March 13, 2026
Devina A. Rankin
Executive Advisor
Re: Transition Success Bonus
Dear Devina,
USA Waste-Management Resources, LLC (collectively with its affiliates, “WM”) congratulates and thanks you for your admirable career spanning 23 years of dedicated service to WM, including nearly nine years as Chief Financial Officer (“CFO”), and is pleased to award you a cash bonus of $1,000,000 (the “Transition Success Bonus”), less applicable withholdings, based upon your successful transition of the CFO position to David Reed and in recognition of your important contributions toward the integration of WMHS. Payment of the Transition Success Bonus will be made in a single lump sum today or as soon as practical.
In conjunction with this Transition Success Bonus, you acknowledge by your signature below that your termination of employment today is voluntary and does not constitute a termination without cause or a termination for good reason under any provision of the Waste Management Holdings, Inc. Executive Severance Protection Plan or a qualifying retirement under the Waste Management, Inc. 2023 Stock Incentive Plan. In consideration of the Transition Success Bonus, you release potential claims against WM, if any, related to your employment. Other than the Transition Success Bonus and any unpaid salary or 2025 annual bonus compensation, you acknowledge that WM does not owe you any other monetary or equity compensation.
WM makes no representations or guarantees about any tax treatment and shall have no liability to you in respect of any taxes, costs, or fees due in respect of such payment.
WM wishes you the best and thanks you for your many years of exemplary leadership and contributions to our success.
Sincerely,
/s/ Jim Fish
Jim Fish
CEO
Acknowledged and agreed:
| /s/ Devina A. Rankin | |
| Devina A. Rankin |
USA Waste-Management Resources, LLC
| /s/ Courtney A. Tippy | |
| Its: Authorized Representative |
Date: 3/13/2026