Current Report Filing (8-k)
July 21 2021 - 4:37PM
Edgar (US Regulatory)
false 0001004434 0001004434 2021-07-19 2021-07-19 0001004434 us-gaap:CommonStockMember 2021-07-19 2021-07-19 0001004434 mgrb:M5.875JuniorSubordinatedNotesDue20592Member 2021-07-19 2021-07-19 0001004434 mgrb:M4.750JuniorSubordinatedNotesDue2060Member 2021-07-19 2021-07-19 0001004434 mgrb:M4.200JuniorSubordinatedNotesDue20611Member 2021-07-19 2021-07-19
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): July 19, 2021
AFFILIATED MANAGERS GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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001-13459
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04-3218510
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(Commission File Number)
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(IRS Employer Identification No.)
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777 South Flagler Drive, West Palm Beach, Florida 33401
(Address of Principal Executive Offices)
(800) 345-1100
(Registrant’s Telephone Number, Including Area Code)
N/A
(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 (see General Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock ($0.01 par value)
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AMG
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New York Stock Exchange
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5.875% Junior Subordinated Notes due 2059
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MGR
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New York Stock Exchange
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4.750% Junior Subordinated Notes due 2060
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MGRB
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New York Stock Exchange
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4.200% Junior Subordinated Notes due 2061
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MGRD
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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ITEM 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On July 21, 2021, Affiliated Managers Group, Inc. (the “Company” or “AMG”) announced the appointment of David C. Ryan to its Board of Directors, as an additional independent director, effective immediately.
Mr. Ryan is a corporate advisor to Singapore-based Temasek Holdings, and serves on the boards of directors of ADT Inc.; Mapletree Investments Pte Ltd., a Singapore-based real estate development, investment, capital and property management company; and Tiga Acquisition Corp., a Singapore-based special purpose acquisition company. Mr. Ryan’s 22-year career at Goldman Sachs & Co., where he was a partner, spanned a variety of roles in Asia and the United States. From 2011 to 2013, he served as President of Goldman Sachs Asia (chairing its management committee) and was a member of the Management Committee of Goldman Sachs & Co. Mr. Ryan holds a B.A. from Yale University.
Mr. Ryan will participate in the Company’s customary director compensation program, as described in the Company’s proxy statement for its most recent Annual Meeting of Stockholders and in the Company’s periodic filings with the Securities and Exchange Commission. There is no arrangement or understanding between Mr. Ryan or any other person pursuant to which he was elected as a director of the Company, and there are no familial relationships between him and any of the Company’s directors or executive officers. Mr. Ryan, including his immediate family members, is not a party, directly or indirectly, to any related person transaction required to be reported pursuant to Item 404(a) of Regulation S-K.
A copy of the press release announcing the foregoing is furnished as Exhibit 99.1 hereto.
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ITEM 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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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.
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AFFILIATED MANAGERS GROUP, INC.
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Date: July 21, 2021
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By:
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/s/ David M. Billings
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Name:
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David M. Billings
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Title:
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General Counsel and Secretary
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