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): April 3, 2015

 

 

Morgans Hotel Group Co.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-33738   16-1736884

(State or other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

475 Tenth Avenue

New York, NY

  10018
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 277-4100

Not applicable

(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))

 

 

 


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

On April 3, 2015, the Board of Directors (the “Board”) of Morgans Hotel Group Co. (the “Company”) increased the size of the Board from nine to 10 directors and appointed Bradford B. Nugent to fill the vacancy, effective immediately. Yucaipa American Alliance Fund II, L.P. and Yucaipa American Alliance (Parallel) Fund II, L.P. (together with their affiliates, “Yucaipa”) previously designated Mr. Nugent as their Investor Nominee (as defined in the Securities Purchase Agreement dated October 15, 2009 between Yucaipa and the Company) and the Board determined to appoint Mr. Nugent at this time, in advance of nominating him for election at the Annual Meeting. Mr. Nugent is not currently serving on any committees of the Board.

Mr. Nugent will be eligible to participate in the compensation plan for non-employee directors previously disclosed by the Company.


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.

 

MORGANS HOTEL GROUP CO.

Date: April 9, 2015

By:

/s/ Richard Szymanski

Name: Richard Szymanski
Title: Chief Financial Officer
Morgans Hotel Grp. Co. (NASDAQ:MHGC)
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