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): January 12, 2016
CBRE GROUP, INC.
(Exact
name of registrant as specified in its charter)
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Delaware |
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001-32205 |
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94-3391143 |
(State or other |
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(Commission File Number) |
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(IRS Employer |
jurisdiction of incorporation) |
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Identification No.) |
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400 South Hope Street, 25th Floor
Los Angeles, California |
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90071 |
(Address of Principal Executive Offices) |
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(Zip Code) |
(213) 613-3333
Registrants Telephone Number, Including Area Code
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12(b)) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
This Current Report on Form 8-K is filed by CBRE Group, Inc., a Delaware corporation (which we
may refer to as we, us, our or the Company), in connection with the matters described herein:
Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On January 12, 2016, the Board of Directors of the Company (the Board)
appointed Christopher T. Jenny to the Board and the Boards Corporate Governance and Nominating Committee, effective January 12, 2016, to serve until the Companys 2016 annual meeting of stockholders. There is no arrangement or
understanding between Mr. Jenny and any other person pursuant to which Mr. Jenny was selected as a director, and Mr. Jenny has not participated in any related-party transactions with the Company as set forth in
Item 404(a) of Regulation S-K. The Board has also determined that Mr. Jenny is independent as defined under New York Stock Exchange and Securities and Exchange Commission rules and guidance as well as under the Boards
Corporate Governance Guidelines and its Categorical Independence Standards.
Mr. Jenny will receive the Companys standard
compensation package for non-employee directors. We described this standard compensation package in our definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 1, 2015. He and the Company also
entered into the Companys standard form of Indemnification Agreement for members of its Board, which we previously filed as Exhibit 10.1 to, and described in, the Companys Current Report on Form 8-K filed on December 8, 2009.
Item 7.01 |
Regulation FD Disclosure. |
On January 14, 2016, the Company issued a press release
announcing the appointment of Mr. Jenny to the Board. We have attached a copy of that press release as Exhibit 99.1 hereto and incorporate it by reference herein.
The information contained in this Item 7.01 and Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 |
Financial Statements and Exhibits. |
(d)
Exhibits
The exhibit listed below is being filed with this Current Report on Form 8-K:
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Exhibit No. |
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Description |
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99.1 |
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Press Release announcing the appointment of Christopher T. Jenny as a Director of the Company, dated January 14, 2016. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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Date: January 14, 2016 |
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CBRE GROUP, INC. |
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By: |
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/s/ GIL BOROK |
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Gil Borok |
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Deputy Chief Financial Officer and Chief Accounting Officer |
Exhibit 99.1
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P R E S S R E L E A S E |
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Corporate Headquarters
400 South Hope Street
25th Floor
Los Angeles, CA 90071
www.cbre.com |
FOR IMMEDIATE RELEASE
For further
information:
Steve Iaco
Senior Managing Director
Investor Relations & Corporate Communications
212.984.6535
CHRIS JENNY APPOINTED TO CBRE
GROUP, INC. BOARD OF DIRECTORS
Los Angeles, January 14, 2016 -- CBRE Group, Inc. (NYSE:CBG) today announced that Christopher
(Chris) Jenny has been appointed to its Board of Directors. Mr. Jenny is a Senior Advisor to Parthenon-EY, a leading management and strategy consulting firm.
Mr. Jenny has a long history of advising senior executives on corporate strategy and profit improvement programs. For more than two
decades at Parthenon, he advised major corporations, leading private-equity firms and mid-market growth companies. He served as President and Senior Partner at Parthenon from 1995 to August 2014, when the firm merged with Ernst & Young.
Earlier in his career, Mr. Jenny was a partner at Bain & Company and had 10 years of operating experience as Chief Executive Officer of portfolio companies for Bain Capital and The Noel Group.
Chris brings deep and wide-ranging experience to our Board, said Ray Wirta, CBREs Chairman of the Board. We will
benefit greatly from his operational expertise, strategic thinking and financial acumen, and look forward to his contributions.
Mr. Jenny is one of 11 independent Directors on CBREs Board, and will serve on the Boards Corporate Governance and Nominating
Committee.
CBRE is the leading company in its sector, Mr. Jenny said. I look forward to helping the company to
build on its strength in the marketplace and create additional shareholder value by capitalizing on the depth, breadth and quality of its global services and executing its strategy.
Mr. Jenny earned a bachelors degree from Dartmouth College and a masters degree from Harvard Business School. He was
appointed by President George W. Bush to serve on the Presidents Export Council, the nations premier advisory committee on international trade.
About CBRE Group, Inc.
CBRE Group, Inc. (NYSE:CBG), a Fortune 500 and S&P 500 company headquartered in Los Angeles, is the worlds largest commercial real
estate services and investment firm (in terms of 2014 revenue). The Company has more than 70,000 employees (excluding affiliates), and serves real estate owners, investors and occupiers through more than 400 offices (excluding affiliates) worldwide.
CBRE offers strategic advice and execution for property sales and leasing; corporate services; property, facilities and project management; mortgage banking; appraisal and valuation; development services; investment management; and research and
consulting. Please visit our website at www.cbre.com.
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