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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): July 25, 2024

Tutor Perini Corporation
(Exact name of registrant as specified in its charter)
Massachusetts1-631404-1717070
(State or Other Jurisdiction
of Incorporation)		(Commission
File Number)		(IRS Employer
Identification No.)
 
15901 Olden Street, Sylmar, California 91342-1093
(Address of Principal Executive Offices, and Zip Code)
 
(818) 362-8391
(Registrant’s Telephone Number, Including Area Code)
 
None
(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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $1.00 par valueTPCThe 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.

Tutor Perini Corporation (the “Company”) and Michael F. Smithson, the Company’s former Executive Vice President, Civil Group, have entered into a Separation Agreement, dated July 25, 2024 (the “Separation Agreement”) in connection with Mr. Smithson’s previously disclosed departure from the Company on June 21, 2024. Under the Separation Agreement, in exchange for his general release of claims in favor of the Company and continuing compliance with all restrictive covenant obligations, Mr. Smithson will receive (i) severance payments totaling $1,050,000, equal to 14 months of Mr. Smithson’s annual base salary, paid in equal monthly installments over a seven-month period; (ii) a cash payment of $900,000, equal to Mr. Smithson’s 2024 target annual bonus (to be paid at the same time the Company pays 2024 annual bonuses to other Company executives); and (iii) reimbursement of COBRA premiums for medical, dental and vision benefits for Mr. Smithson and his eligible dependents for up to 18 months.

The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2024.


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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 thereunto duly authorized.
TUTOR PERINI CORPORATION
Date: July 26, 2024
By:
/s/ Anthony C. Fiore
Anthony C. Fiore
Corporate Secretary

3
v3.24.2
Cover
Jul. 25, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jul. 25, 2024
Entity Registrant Name Tutor Perini Corporation
Entity Incorporation, State or Country Code MA
Entity File Number 1-6314
Entity Tax Identification Number 04-1717070
Entity Address, Address Line One 15901 Olden Street
Entity Address, City or Town Sylmar
Entity Address, State or Province CA
Entity Address, Postal Zip Code 91342-1093
City Area Code (818)
Local Phone Number 362-8391
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $1.00 par value
Trading Symbol TPC
Security Exchange Name NYSE
Entity Central Index Key 0000077543
Entity Emerging Growth Company false
Amendment Flag false
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