SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

~~THE~~ SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~February~~March 2817, 2011

DIVERSEY HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Commission file number: 333-108853


Delaware		80-0010497
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

8310 16th Street Sturtevant, Wisconsin		53177-0902
(Address of principal executive offices)		(ZIP Code)

Registrant’s telephone number, including area code: (262) 631-4001

DIVERSEY, INC.

(Exact name of registrant as specified in its charter)

Commission file number: 333-97427


Delaware		39-1877511
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

8310 16th Street Sturtevant, Wisconsin		53177-0902
(Address of principal executive offices)		(ZIP Code)

Registrant’s telephone number, including area code: (262) 631-4001

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))

Item 5.02

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

Appointment of ~~Directors~~Officers

~~Pursuant~~The toBoard ~~the stockholders agreement, dated as~~ of ~~November 24,~~Directors ~~2009,~~ (the “~~Stockholders Agreement~~Board”) byof ~~and among~~ Diversey Holdings, Inc. (the “Company”), ~~Commercial~~and ~~Markets~~the ~~Holdco~~Company’s ~~LLC (“CMH”)~~subsidiary, ~~SNW Co.~~Diversey, Inc., ~~CDR Jaguar Investor Company, LLC~~ (“~~CDR Investor~~Diversey”), ~~and~~appointed ~~CDR~~Christopher ~~F&F Jaguar Investor~~J. Slusar, ~~LLC,~~Vice ~~each~~President & ofCorporate ~~CMH~~Controller, ~~and CDR Investor have~~ the ~~right~~Company’s toand ~~designate~~Diversey’s ~~five~~principal ~~directors~~accounting officer, ~~including~~effective ~~two independent directors~~March 18, to2011 ~~the Board of Directors of the Company~~ (the “~~Board~~Effective Date”). ~~The~~Philip ~~Company’s~~Todd ~~Chief~~Herndon, ~~Executive~~Vice ~~Officer~~President is- ~~the~~Finance, ~~eleventh director. CMH and CDR Investor also have the~~who ~~right~~previously toserved ~~designate~~in ~~directors~~that torole ~~the~~for ~~board of directors of any subsidiary of~~ the Company, ~~including~~and of Diversey, ~~Inc.~~will ~~(“Diversey”),~~assume ina ~~proportion~~broader tooperational ~~the~~and ~~relative~~business ~~number~~development ofrole ~~Board~~within ~~members then designated by CMH, on~~ the ~~one~~Company’s ~~hand,~~finance ~~and~~function ~~CDR Investor,~~as onof the ~~other~~Effective ~~hand~~Date.

OnItem ~~February 28, 2011, the Board appointed Winifred J~~5.07 ~~Marquart,~~Submission ~~designated by CMH, to the Board and the board~~ of ~~directors~~Matters ~~of the Diversey~~ to ~~fill~~a ~~the~~Vote ~~previously announced vacancies resulting from the resignation~~ of S.Security ~~Curtis Johnson III~~Holders. ~~The Board also appointed Ms. Marquart to serve on the Executive and Finance Committees. Biographical information on Ms. Marquart is set forth below.~~

~~Ms.~~On March ~~Marquart~~17, 512011, ~~has~~in ~~served~~accordance aswith the ~~President~~Second ofAmended ~~The Johnson Family Foundation since December, 1994~~ and ~~was~~Restated ~~elected~~Certificate toof ~~The~~Incorporation ~~Johnson Foundation Board~~ of ~~Trustees~~the inCompany ~~2004.~~and ~~She has served on~~ the ~~Board~~Stockholders ~~of Directors of Johnson Financial Group~~Agreement, adated ~~global~~as ~~financial~~of ~~services company~~November 24, ~~since~~2009 ~~July, 1999 and~~ (the ~~Board~~“Stockholders ofAgreement”), ~~Trustees~~by atand ~~Norfolk~~among ~~Academy~~the ~~since~~Company, ~~1998.~~Commercial ~~From~~Markets ~~1986~~Holdco ~~to November~~LLC, ~~1986,~~SNW MsCo. ~~Marquart was Project Coordinator in Corporate Public Affairs at S. C. Johnson & Sons~~, Inc., aCDR ~~leading~~Jaguar ~~provider~~Investor ofCompany, ~~innovative~~LLC ~~consumer~~(“CDR ~~home cleaning~~Investor”), ~~maintenance~~ and ~~storage~~CDR ~~products.~~F&F ~~Ms. Marquart~~Jaguar isInvestor, ~~a descendant of Samuel Curtis Johnson~~LLC, the ~~sister~~stockholders of ~~Helen P. Johnson-Leipold,~~ the Company’s unanimously ~~Chairman,~~approved ~~and~~the ~~cousin~~following ofmatters ~~Clifton~~by D.written ~~Louis,~~consent: ~~another director of the Company.~~

~~There~~• ~~are~~appointment ~~no,~~of ~~nor~~Winifred ~~have~~J. ~~there~~Marquart ~~been~~to ~~any,~~serve ~~related~~as ~~persons~~a ~~transactions~~director ~~between~~of the Company and ~~Ms. Marquart reportable under Item 404(a) of Regulation S-K. Ms. Marquart will receive the standard compensation received by non-employee directors.~~ Diversey;

•

limited waiver of the Stockholders Agreement to permit Philip W. Knisely to continue to serve as an Independent Director designated by CDR Investor;

•

approval of an amendment to the Amended and Restated Agreement, dated as of November 24, 2009, licensing certain brands and technology, between S.C. Johnson & Son, Inc. and Diversey; and

•

approval of the Company’s 2011 Budget.

Signature(s)

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.

	DIVERSEY HOLDINGS, INC.	~~DIVERSEY HOLDINGS, INC.~~
Date: March 3, 2011
Date: March 21, 2011	By:	/s/ Scott D. Russell
		By:	/s/ Scott D. Russell
		Scott D. Russell Chief Compliance Officer, Executive Vice President, General Counsel & Secretary
			Scott D. Russell
			Chief Compliance Officer, Executive Vice President, General Counsel & Corporate Secretary
		DIVERSEY, INC.
Date: March 3, 2011		By:	/s/ Scott D. Russell
			Scott D. Russell
			Chief Compliance Officer, Executive Vice President, General Counsel & Corporate Secretary


	DIVERSEY, INC.

Date: March 21, 2011	By:	/s/ Scott D. Russell
		Scott D. Russell Chief Compliance Officer, Executive Vice President, General Counsel & Secretary

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