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): August 14, 2002 CABOT CORPORATION -------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 1-5667 04-2271897 - ---------------------------- ------------------------ ------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) TWO SEAPORT LANE, SUITE 1300, BOSTON, MASSACHUSETTS 02210-2019 (Address of principal executive offices) (Zip Code) (617) 345-0100 ---------------------------------------------------- (Registrant's telephone number, including area code) Page 1 of 6 Pages
Item 7. Financial Statement and Exhibits (c) Exhibits The following exhibits are furnished herewith: 99.1 Principal Executive Officer Signed Statement under Oath dated August 14, 2002. 99.2 Principal Financial Officer Signed Statement under Oath dated August 14, 2002. Item 9. Regulation FD Disclosure. On August 14, 2002, each of the Chairman and Chief Executive Officer and the Executive Vice President and Chief Financial Officer of Cabot Corporation signed and filed with the Securities and Exchange Commission (the "Commission") the Statement under Oath required by the Commission's Order of June 27, 2002. Pursuant to the Statement by the Staff of the Securities and Exchange Commission dated July 29, 2002, the two Statements under Oath are furnished herewith as Exhibits 99.1 and 99.2. 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. CABOT CORPORATION Registrant Date: August 14, 2002 By: /s/ Kennett F. Burnes ----------------------------------- Kennett F. Burnes Chairman and Chief Executive Officer 3
INDEX TO EXHIBITS Exhibit Number Description - ------ ----------- 99.1 Principal Executive Officer signed Statement under Oath dated August 14, 2002 99.2 Principal Financial Officer signed Statement under Oath dated August 14, 2002 4
Exhibit 99.1 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Kennett F. Burnes, Chairman and Chief Executive Officer, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Cabot Corporation, and, except as corrected or supplemented in a subsequent covered report: - no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - Annual report on Form 10-K for Fiscal Year ended September 30, 2001 as filed with the U.S. Securities and Exchange Commission on December 20, 2001; - all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Cabot Corporation filed with the Commission subsequent to the filing of the Form 10-K identified above; and - any amendments to any of the foregoing. Subscribed and sworn to before me this 14th day of August 2002. /s/ Kennett F. Burnes /s/ Aji Kron - ------------------------------------ -------------------------------- Kennett F. Burnes Notary Public Chairman and Chief Executive Officer My Commission Expires: Dated August 14, 2002 12 January 2007 5
Exhibit 99.2 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I , John A. Shaw, Executive Vice President and Chief Financial Officer, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Cabot Corporation, and, except as corrected or supplemented in a subsequent covered report: - - no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - - no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - Annual Report on Form 10-K for Fiscal Year ended September 30, 2001 as filed with the U.S. Securities and Exchange Commission on December 20, 2001; - all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Cabot Corporation filed with the Commission subsequent to the filing of the Form 10-K identified above; and - any amendments to any of the foregoing. Subscribed and sworn to before me this 14th day of August 2002. /s/ John A. Shaw /s/ Aji Kron - ---------------------------- --------------------------------- John A. Shaw Notary Public Executive Vice President and Chief Financial Officer My Commission Expires: Dated August 14, 2002 12 January 2007 6