Form 8-K

8-K — WASTE MANAGEMENT INC

Accession: 0001104659-26-101077

Filed: 2026-08-26

Period: 2026-08-24

CIK: 0000823768

SIC: 4953 (REFUSE SYSTEMS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2624023d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2624023d1_ex99-1.htm)

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0000823768

WASTE MANAGEMENT INC

0000823768

2026-08-24

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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): August 24, 2026

Waste

Management, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

1-12154

73-1309529

(State

or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS

Employer

Identification No.)

800

Capitol Street, Suite

3000, Houston,

Texas

77002

(Address

of Principal Executive Offices)

(Zip

Code)

Registrant’s Telephone number, including

area code: (713) 512-6200

(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:

¨ Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of

the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common

Stock, $0.01 par value

New

York Stock Exchange

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Compensatory Arrangements of Certain Officers.

August 24, 2026, James C. Fish, Jr. notified the Board of Directors (the “Board”) of Waste Management, Inc.

(the “Company”) of his intention to retire from his position as Chief Executive Officer (“CEO”) and resign from

the Board, effective January 4, 2027 (the “Transition Date”), following more than a decade of distinguished service in

those roles and more than 25 years with the Company. The Company anticipates that Mr. Fish

will continue to serve in an advisory role until mid-February 2027.

continuation of the Company’s succession planning process, on August 24, 2026, the Board appointed the Company’s President,

John J. Morris, Jr., to succeed Mr. Fish as President and CEO and elected him to serve as a member of the Board, effective as

of the Transition Date. Mr. Morris’s term as a director will expire at the Company’s 2027 annual meeting of stockholders.

Mr. Morris, age 57, has served as the Company’s President since May 2025. He previously served as President and Chief

Operating Officer from May 2025 to May 2026, and he served as Executive Vice President and Chief Operating Officer from January 2019

to May 2025. Information about Mr. Morris’s interest in transactions required to be disclosed pursuant to Item 404(a) of

Regulation S-K is set forth under the heading “Related Party Transactions” in the Company’s definitive proxy statement

on Schedule 14A filed with the Securities and Exchange Commission on March 31, 2026, and is incorporated herein by reference. Mr. Morris

was not appointed as CEO or elected as a member of the Board pursuant to any arrangement or understanding between him and any other person,

and Mr. Morris does not have a family relationship with any director or executive officer of the Company.

Item 7.01 Regulation FD Disclosure.

A copy of the press release

announcing the foregoing executive transition is furnished as Exhibit 99.1 to this report.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

Exhibit Index

Exhibit Number

Description

99.1

Press Release dated August 26, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 26, 2026

By:

/s/

Charles C. Boettcher

Executive Vice President and

Chief Legal Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2624023d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Jim Fish to Retire

from WM;

John Morris Named

as Next CEO

Houston

— August 26, 2026 — WM (NYSE: WM) announced that Jim Fish, Chief Executive Officer and a member of the Board of Directors,

has advised the Board of his plan to retire from WM and resign from the Board, following more than a decade of distinguished service in

those roles and more than 25 years with the company. In continuation of WM’s robust succession planning process, the Board of Directors

has appointed WM President John Morris to the position of President and Chief Executive Officer, effective Jan. 4, 2027. Morris will

also join the Board of Directors at that time.

"John is an exceptional leader with a proven

track record of delivering results and advancing WM’s strategy. Over three decades of industry experience have given him a deep

understanding of our business, culture and opportunities,” said Kathleen Mazzarella, Chair of WM’s Board of Directors. “He’s

overseen innovative service delivery to enhance customer experience while reducing operating expenses. All of this was accomplished while

improving employee satisfaction, safety, and retention. The Board and I are confident John is the right leader, at the right time, and

we are excited to have him guide WM’s next chapter of innovation, growth and value creation.”

“I also want to thank Jim for his outstanding

leadership as CEO since 2016. Under his guidance, WM has achieved unprecedented growth, strengthened its culture and positioned the company

for long-term success. Jim’s philosophy on stakeholder priorities is simple: Jim always puts people first, knowing that they, in

turn, will take care of the customer and the business. As a result, Jim’s legacy includes making WM a great place to work,"

added Mazzarella. “His vision and commitment to excellence have left a lasting impact on WM and all our stakeholders, and he will be missed.”

"It is an honor to step into the role of

CEO and lead a company that plays such an essential role in the daily lives of the communities we serve. For decades, WM has been built

on a strong foundation of safety, service, and operational excellence. I am committed to building on that legacy while strengthening our

position for innovation and continued long-term growth. Our people remain at the center of everything we do, and together we will continue

advancing solutions that help customers, communities and businesses thrive,” said John Morris, President of WM. “With our

industry-leading infrastructure, deep expertise and continued investments in technology, WM is well positioned to create long-term value,

advance circularity and help shape a more sustainable future. I’m grateful for the trust Jim and the Board of Directors have placed

in me and I am excited about what lies ahead. I am confident that our best days are still in front of us."

“I’m grateful for the opportunity

to have served as WM’s CEO over the past decade and proud of all our team has accomplished together,” said Jim Fish, Chief

Executive Officer of WM. “John is an authentic and remarkable leader whose industry expertise and proven track record of delivering

results make him the ideal choice to lead WM into the future. Throughout his career, he has been a champion for our people, safety, innovation

and operational excellence. I have every confidence that WM’s success will continue and grow with John at the helm.”

Prior to his current role as President, Morris

held several positions at WM including Market Area General Manager of New York City, Area Vice President of the Greater Mid-Atlantic Area,

Chief Strategy Officer, Senior Vice President of Field Operations, and Chief Operating Officer. He is a graduate of Rutgers University.

about wm

(WM.com) is North America's leading provider of comprehensive environmental

solutions. Previously known as Waste Management and based in Houston, Texas, WM is driven by commitments to put people first and achieve

success with integrity. WM, through its subsidiaries, provides collection, recycling and disposal services to millions of residential,

commercial, industrial, medical and municipal customers throughout the U.S. and Canada. With innovative infrastructure and capabilities

in recycling, organics and renewable energy, WM provides environmental solutions to and collaborates with its customers in helping them

pursue their sustainability goals. In North America, WM has the largest disposal network and collection fleet, is the largest recycler

and is a leader in beneficial use of landfill gas, with a growing network of renewable natural gas plants and the most landfill gas-to-electricity

plants, as well as the largest heavy-duty natural gas truck fleet in the industry. WM, through its subsidiaries, also provides collection

and disposal services of regulated medical waste and secure information destruction services in the U.S., Canada and Western Europe.

To learn more about WM and the company's sustainability progress and solutions, visit Sustainability.WM.com.

FOR MORE INFORMATION

Website

www.wm.com

Analysts

Ed Egl

713.265.1656

eegl@wm.com

Media

Toni Werner

media@wm.com

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