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Genworth Financial GNW

Genworth Financial names interim CFO as accounting officer

Item 5.02 Executive or director change

Form
8-K
Filed
Importance
Major
  1. Darren W. Woodell resigns as VP and Controller effective Nov 2026
  2. Jerome T. Upton appointed interim Principal Accounting Officer effective Nov 6, 2026
  3. Upton will also become CEO effective Jan 1, 2027
  4. No changes to Upton's compensatory arrangements

Written from the 8-K on EDGAR. AI can make mistakes. Check the filing.

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The reading, claim by claim

  1. Its Item 5.02 reports that on November 6, 2026 the Company accepted the resignation of Darren W. Woodell, Vice President and Controller (Principal Accounting Officer).
  2. He had given notice of his intention to resign to pursue a new opportunity.
  3. The Board of Directors appointed Jerome T. Upton, Executive Vice President and Chief Financial Officer (Principal Financial Officer), as interim Principal Accounting Officer, effective November 6, 2026.
  4. He will serve until a new Principal Accounting Officer is appointed.
  5. His compensatory arrangements will not change as a result.
  6. The filing says Mr. Upton will also serve as President and Chief Executive Officer (Principal Executive Officer) effective January 1, 2027, as previously announced on October 30, 2026 in connection with the retirement of Thomas J. McInerney.
  7. The filing states there are no arrangements or understandings behind Mr. Upton's appointment and no family relationships with any director or executive officer.
  8. It also says he has no material interest in any transaction reportable under Item 404(a) of Regulation S-K.

8 of 8 claims matched the filing text.

For perspective, checked against its own source

From the 10-Q for the quarter ended September 30, 2026

  • For context, in its 10-Q for the quarter ended September 30, 2026, Genworth reported revenue of $1.8 billion and net income of -$41.0 million.
  • That filing shows a net margin of -2.3% and a revenue change from a year earlier of -7.3%.

From the filing

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

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously announced by Genworth Financial, Inc. (the "Company") on October 13, 2026, Darren W. Woodell, the Company's Vice President and Controller (Principal Accounting Officer), notified the Company of his intention to resign to pursue a new opportunity2, effective in early November 2026. On November 6, 2026, the Company accepted Mr. Woodell's resignation1, and the Company's Board of Directors appointed Jerome T. Upton, the Company's Executive Vice President and Chief Financial Officer (Principal Financial Officer) to serve as the Company's interim Principal Accounting Officer, effective as of November 6, 2026.3 Mr. Upton will serve in this role until a new Principal Accounting Officer is appointed.4

Mr. Upton's compensatory arrangements will not change as a result of this appointment.5

The information required by Item 5.02(c)(2) of Form 8‑K regarding Mr. Upton is reported in our Annual Report on Form 10-K filed on February 27, 2026 at Item 10 (Directors, Executive Officers and Corporate Governance). As previously announced on October 30, 2026, in connection with the retirement of Thomas J. McInerney, Mr. Upton will also serve as the Company's President and Chief Executive Officer (Principal Executive Officer), effective as of January 1, 2027.6

There are no arrangements or understandings between Mr. Upton and any other person pursuant to which Mr. Upton was appointed as Principal Accounting Officer.7 There are no family relationships between Mr. Upton and any director or executive officer of the Company.7 Mr. Upton does not have any direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K.8

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.

GENWORTH FINANCIAL, INC.

Date: November 9, 2026 By: /s/ Michael J. McCullough

Michael J. McCullough

Senior Vice President and Corporate Secretary

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Data on this page was fetched . The filing on SEC.gov is the record.