Ares Management Corp 8-K, filed Jan 5, 2022
Ares Management Corp (ARES)
8-K
2022-01-05
For: 2021-12-31
View Original
Added on
April 12, 2026
About this 8-K
Ares Management Corp filed this 8-K on January 5, 2022, reporting on events of December 31, 2021.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) December 31, 2021
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive office) (Zip Code)
(310 ) 201-4100
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, 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):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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. o
1
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective as of December 31, 2021, the board of directors (the “Board”) of Ares Management Corporation (the “Company”) increased the size of the Board from nine to eleven members and appointed Eileen Naughton as a Class II director to fill one of the vacancies created by such increase. Ms. Naughton will serve as a director until her successor is duly elected and qualified or until the earlier of her death, resignation or removal. The Board has determined that Ms. Naughton meets the requirements for independence under the applicable listing standards of the New York Stock Exchange and the Securities and Exchange Act of 1934, as amended. Ms. Naughton has been appointed to the Conflicts Committee of the Board and will receive the customary compensation for non-executive directors of the Company. Ms. Naughton also entered into the Company’s standard indemnification agreement for non-executive directors.
Ms. Naughton served as the Chief People Officer and Vice President of People Operations at Google, Inc. from September 2016 to January 2021. Prior to September 2016, Ms. Naughton served in a variety of senior roles at Google dating back to 2006, including as Vice President and Managing Director for Google UK & Ireland and Vice President of Global Sales. Prior to joining Google in 2006, Ms. Naughton held a number of executive positions at Time Warner, including president of TIME Magazine. Ms. Naughton is currently a board member of ZScaler, Inc. (NASDAQ: ZS), Olive AI and The Center for Discovery, and she previously served on the boards of L’Oreal and The XO Group. Ms. Naughton holds a Bachelor of Arts in international relations from the University of Pennsylvania, a Master of Arts from the Lauder Institute and a Master of Business Administration from the University of Pennsylvania's Wharton School.
There are no arrangements or understandings between Ms. Naughton and any other persons pursuant to which she was elected as a member of the Board. There are no family relationships between Ms. Naughton and any director, executive officer, or any person nominated or chosen by the Company to become a director or executive officer. Ms. Naughton is not a party to any current or proposed transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure
A copy of the press release announcing the appointment of Ms. Naughton as a director of the Company is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit Number | Description | |||||||
Press release of Ares Management Corporation, dated January 5, 2022 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
| ARES MANAGEMENT CORPORATION | |||||||||||
| Date: January 5, 2022 | |||||||||||
| By: | /s/ Naseem Sagati Aghili | ||||||||||
| Name: | Naseem Sagati Aghili | ||||||||||
| Title: | General Counsel and Secretary | ||||||||||
3
Exhibit 99.1
Ares Management Corporation Appoints Eileen Naughton to Its Board of Directors
NEW YORK – January 5, 2022 – Ares Management Corporation (NYSE: ARES) (“Ares”) announced today that Eileen Naughton has joined its Board of Directors (the “Board”) as an independent director. The Board has been expanded to 11 members, including five independent directors and one vacancy, which the Board will seek to fill in 2022 with an additional independent director.
Ms. Naughton is a talented business leader with more than 30 years of corporate experience in people management, technology and global operations. Most recently, Ms. Naughton served as the Chief People Officer and Vice President of People Operations at Google, Inc. from September 2016 to January 2021. Prior to September 2016, Ms. Naughton served in a variety of senior roles at Google dating back to 2006, including as Vice President and Managing Director for Google UK & Ireland and Vice President of Global Sales. Prior to joining Google in 2006, Ms. Naughton held a number of executive positions at Time Warner, including president of TIME Magazine.
“Over the course of her career, Eileen has been a leader in values-based organizational development that drives operational excellence and overall performance,” said Tony Ressler, Executive Chairman and Co-Founder of Ares. “With a common passion for innovation and empowerment, we believe Eileen’s skills complement those of our other directors, and we look forward to working with her in driving Ares’ future success.”
“Eileen is a highly accomplished executive who brings significant experience in technology and scaling business operations while building and maintaining a strong, diverse and inclusive culture,” said Michael Arougheti, Chief Executive Officer and President of Ares. “Her extensive knowledge of international markets and business management will be an asset as Ares continues to expand its global presence. Ares is executing a sustainable, long-term growth strategy, and I am confident that we will benefit from Eileen’s unique perspective and collaborative approach.”
“I am delighted to join the Ares Board of Directors, and I look forward to working with my Board colleagues to create value for all Ares stakeholders,” said Ms. Naughton. “I deeply admire the Company’s culture and demonstrated commitment to driving positive impact within its industry and the communities in which it operates. I look forward to applying my leadership, technology and operational experience in support of Ares’ growth and continued success.”
Ms. Naughton is currently a board member of ZScaler, Olive AI and The Center for Discovery, and she previously served on the boards of L’Oreal and The XO Group. Ms. Naughton holds a Bachelor of Arts in international relations from the University of Pennsylvania, a Master of Arts from the Lauder Institute and a Master of Business Administration from the University of Pennsylvania's Wharton School.
About Ares Management Corporation
Ares Management Corporation (NYSE: ARES) is a leading global alternative investment manager offering clients complementary primary and secondary investment solutions across the credit, private equity, real estate and infrastructure asset classes. We seek to provide flexible capital to support businesses and create value for our stakeholders and within our communities. By collaborating across our investment groups, we aim to generate consistent and attractive investment returns throughout market cycles. As of September 30, 2021, Ares Management Corporation's global platform had approximately $282 billion of assets under management, with approximately 2,000 employees operating across North America, Europe, Asia Pacific and the Middle East. For more information, please visit www.aresmgmt.com. Follow Ares on Twitter @Ares_Management.
Contacts:
Ares Management Corporation
Carl Drake
+1 888-818-5298
cdrake@aresmgmt.com
Jacob Silber
+1 212-301-0376
jsilber@aresmgmt.com