Form 8-K
8-K — Amrize Ltd
Accession: 0001140361-26-036349
Filed: 2026-09-11
Period: 2026-09-06
CIK: 0002035989
SIC: 3241 (CEMENT, HYDRAULIC)
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 — ef20081881_8k.htm (Primary)
EX-99.1 — EXHIBIT 99.1 (ef20081881_ex99-1.htm)
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8-K
8-K (Primary)
Filename: ef20081881_8k.htm · Sequence: 1
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UNITED STATES
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): September 6, 2026
Amrize Ltd
(Exact name of registrant as specified in its charter)
Switzerland
1-42542
98-1807904
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
Grafenauweg 8,
Zug 6300
(Address of principal executive offices, including Zip Code)
+41 41 562 3490
(Registrant’s telephone number, including area code)
N/A
(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
Ordinary Shares, par value $0.01 per share
AMRZ
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 ☐
If 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.
On September 6, 2026, Mr. Jake Gosa, the President, Building Envelope of Amrize Ltd (the “Company”), notified the Company of his decision to resign, which commenced the
12-month termination notice period under his employment agreement. The termination notice period will last until September 6, 2027, during which time Mr. Gosa will remain an employee. On September 11, 2026, the Company announced that its Board of
Directors appointed Mario Gross to replace Mr. Gosa as President, Building Envelope, effective as of September 11, 2026.
Item 7.01.
Regulation FD Disclosure.
On September 11, 2026, the Company issued a press release announcing the matters described in Item 5.02 hereof. A copy of the Company’s press release is being furnished
as Exhibit 99.1 to this Form 8-K. The exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
Number
Exhibit
99.1
Press Release dated September 11, 2026.
104
Cover Page Interactive Data File (formatted as Inline XBRL).
SIGNATURE
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.
AMRIZE LTD
/s/ Denise Singleton
Date: September 11, 2026
Name:
Denise Singleton
Title:
Chief Legal Officer and Corporate Secretary
EX-99.1 — EXHIBIT 99.1
EX-99.1
Filename: ef20081881_ex99-1.htm · Sequence: 2
Exhibit 99.1
Media Release
Amrize Appoints Mario Gross as President of Building Envelope
CHICAGO & ZUG, Switzerland, September 11, 2026
– The Amrize (NYSE: AMRZ) Board of Directors has appointed Mario Gross as President, Building Envelope, effective September 11, 2026. Gross succeeds Jake Gosa, who is stepping down from the role and is committed to a
smooth transition.
Gross has been a member of Amrize’s Executive Committee as its Chief Supply Chain Officer since the company’s listing on the NYSE in June 2025. He previously served as
Chief Operating Officer of the Building Envelope business from 2024 to 2025, where he led operations to establish the segment as a leading provider of commercial and residential roofing, weatherproofing and insulation systems. Prior, Gross served
in various commercial and operational roles of increasing responsibility at Holcim and Sika.
Jan Jenisch, Chairman and CEO: “Mario is an exceptional leader with deep operational expertise, understanding of our Building Envelope business and a track record of
delivering results. I am excited to welcome Mario as President of Building Envelope and look forward to working with him in his new role as we continue to deliver for our customers, drive operational performance and deliver long term, profitable
growth. I thank Jake for his contributions at Amrize and we wish him well in his future endeavors.”
About Amrize
Amrize (NYSE: AMRZ) is building North America, as the partner of choice for professional builders with advanced branded solutions from foundation to
rooftop. With over 1,000 sites and a highly efficient distribution network, we deliver for our customers in every U.S. state and Canadian province. Our 19,000 teammates uniquely serve every construction market from infrastructure, commercial and
residential to new build, repair and refurbishment. Amrize achieved $11.8 billion in revenue in 2025 and is listed on the New York Stock Exchange and the SIX Swiss Exchange. We are ready to build your ambition. Learn more at amrize.com
Media Relations: media@amrize.com
Investor Relations: investors@amrize.com
Media Release
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements
regarding expected cost savings, future financial targets, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such expected cost savings, targets, strategies, and
statements. These forward-looking statements concern our goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions, and other statements that are not necessarily based on historical facts.
Without limitation, you can identify these statements by the fact that they do not relate strictly to historical or current facts, and these statements may contain words such as “may,” “will,” “could,” “should,” “might,” “projects,” “expects,”
“believes,” “anticipates,” “intends,” “plans,” “continue,” “estimate,” or “pursue,” or similar expressions, or the negative or other variations thereof or comparable terms. In particular, they include statements relating to, among other things,
future actions, strategies, future performance, future revenues, income and cash flows, the outcome of contingencies such as legal proceedings, and regulatory compliance. Actual results may differ materially from those contemplated (expressed or
implied) by such forward-looking statements because of, among other things, potential risks and uncertainties, such as: the effect of political, economic and market conditions and geopolitical events; the level of demand in the construction
industry; the cyclicality of the industries and businesses in which our customers operate; changes in the cost and/or availability of raw materials required to run our business; energy and fuel costs; adverse weather conditions and natural
disasters; the logistical and other challenges inherent in our operations; the actions and initiatives of current and potential competitors; the level and volatility of, interest rates and other market indices; the ability of Amrize to realize the
expected synergies for our acquisitions; the ability of Amrize to achieve margin expansion goals; the ability of Amrize to maintain satisfactory credit ratings; the outcome of pending litigation or future litigation; the impact of current, pending
and future legislation and regulation; factors related to the failure of Amrize to achieve some or all of the expected strategic benefits or opportunities expected from the separation from Holcim Ltd (“Holcim”); material costs and expenses as a
result of the separation from Holcim; our limited history operating as an independent, publicly traded company; our obligation to indemnify Holcim pursuant to the agreements entered into connection with the separation and the risk Holcim may not
fulfill any obligations to indemnify Amrize under such agreements; that under applicable tax law, Amrize may be liable for certain tax liabilities of Holcim following the separation if Holcim were to fail to pay such taxes; the fact that Amrize may
receive worse commercial terms from third-parties for services it used to receive from Holcim prior to the separation; the fact that certain of Amrize’s executive officers and directors may have actual or potential conflicts of interest because of
their previous positions at Holcim; and potential difficulties in maintaining relationships with key personnel; and other factors which can be found in Amrize’s media releases and Amrize’s filings with the SEC, including in the our Annual Report on
Form 10-K for the year ended December 31, 2025, including Item 1A. “Risk Factors.”
The forward-looking statements made in this release are made only as of the date hereof or as of the dates indicated in the forward-looking statements and reflect the
views stated therein with respect to future events as at such dates, even if they are subsequently made available by Amrize on its website or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements. These statements
are not guarantees of future performance and are subject to future events, risks and uncertainties – many of which are beyond our control, dependent on the actions of third parties, or currently unknown to us – as well as potentially inaccurate
assumptions that could cause actual results to differ materially from our historical experience and our expectations and projections. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a
result of new information, future developments, or otherwise. You are advised, however, to review any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission and in our other public statements.
Media Relations: media@amrize.com
Investor Relations: investors@amrize.com
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