GNW 8-K
Genworth Financial Inc (GNW)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On March 19, 2025, upon the recommendation of the Nominating and Corporate Governance Committee, the Board of Directors of Genworth Financial, Inc. (the “Company” or “Genworth”) increased the size of the Board of Directors to 10 directors and elected Steven C. Van Wyk to serve as a new director. The Board of Directors has determined that Mr. Van Wyk is an independent director within the meaning of the listing standards of the New York Stock Exchange and the Securities Exchange Act of 1934, as amended. The Board of Directors will determine committee appointments for Mr. Van Wyk in the future.
As of the date of his election to the Board of Directors, Mr. Van Wyk will participate in the Company’s compensation plans for non-management directors, as described in detail in the Company’s proxy statement dated April 8, 2024 and filed with the Securities and Exchange Commission on such date.
Steven C. Van Wyk
Mr. Van Wyk, age 66, is the former Group Chief Information Officer of HSBC Bank. Prior to joining HSBC in December 2020, from 2017 to 2020, Mr. Van Wyk served as Chief Information Officer and Head of Technology & Innovation at PNC Financial Services Group, Inc. (PNC), and as Chief Information Officer and Head of Operations at PNC from 2013 to 2017, where he was responsible for all aspects of technology and innovation across the bank. Prior to his roles at PNC, Mr. Van Wyk served as Chief Information Officer (CIO) of ING Insurance Americas from 2006 to 2007 before becoming CIO/Chief Operating Officer (COO) of ING Bank and ING Group Amsterdam from 2008 to 2013. From 1996 to 2006, Mr. Van Wyk served in various roles, including Vice President - Strategic Information Technology, Managing Director, CIO and COO of the Individual Investor Group of Morgan Stanley. He has served on the boards of Reinsurance Group of America, Incorporated since 2019 (serving as cybersecurity and technology committee chair) and Bank of Novia Scotia since 2024 (serving as technology committee chair). Mr. Van Wyk received a B.A. degree in Business Management and Accounting from Central University of Iowa and was awarded an honorary Doctorate of Public Service from Central College in 2019 and is a Certified Public Accountant (CPA), Certified Internal Auditor (CIA) and a Series 27 Financial/Operations Principal.
| Item 8.01 | Other Events |
On March 19, 2025, the Company issued a press release (the “Press Release”). The Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Exhibits. |
| Exhibit No. |
Description | |
| 99.1 | Press Release issued by the Company, dated March 19, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| Date: March 19, 2025 | GENWORTH FINANCIAL, INC. | |||||
| By: | /s/ Michael J. McCullough | |||||
| Michael J. McCullough | ||||||
| Senior Vice President and Corporate Secretary | ||||||
Exhibit 99.1
Genworth Financial Announces Election of Steven Van Wyk to Board of Directors
Richmond, VA (March 19, 2025) – Genworth Financial, Inc. (NYSE: GNW) today announced the election of a new independent director to its Board of Directors: Steven C. Van Wyk, former Group Chief Information Officer (CIO) for HSBC Bank PLC. Mr. Van Wyk’s election as an independent director is effective immediately and increases the number of members on the Genworth Board of Directors to 10. He will stand for election with the other Directors at Genworth’s 2025 Annual Meeting of Stockholders, scheduled for May 22, 2025.
“Steve brings deep technology, business transformation, and executive leadership expertise to the Genworth Board,” said Melina Higgins, non-executive Chair of the Genworth Board. “His perspective will be a strong addition to our continued efforts to return value to our shareholders.”
“As we work to provide best-in-class service to our existing customers, implement new AI and digital technologies, and help more families navigate the aging journey with confidence for years to come, Steve’s technical expertise will be a tremendous asset in helping us do this important work efficiently and effectively,” said Tom McInerney, Genworth President and CEO.
Mr. Van Wyk’s extensive experience as an information technology leader in the banking and insurance industries, proven success in large-scale technology transformations, and strong business and financial knowledge will provide the Board with significant additional insight as it oversees Genworth’s strategy and operations. Prior to his retirement in 2024, Mr. Van Wyk was the Group Chief Information Officer (CIO) for HSBC. Prior to HSBC, he served as CIO for PNC Bank, ING Bank, ING Insurance, and Morgan Stanley. Earlier in his career, he served in a range of finance, audit, and consulting roles.
About Genworth Financial
Genworth Financial, Inc. (NYSE: GNW) is a Fortune 500 company focused on empowering families to navigate the aging journey with confidence, now and in the future. Headquartered in Richmond, Virginia, Genworth provides guidance, products, and services that help people understand their caregiving options and fund their long-term care needs. Genworth is also the parent company of publicly traded Enact Holdings, Inc. (Nasdaq: ACT), a leading U.S. mortgage insurance provider. For more information on Genworth, visit genworth.com, and for more information on Enact Holdings, Inc. visit enactmi.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words such as “expects,” “intends,” “anticipates,” “plans,” “believes,” “seeks,” “estimates,” “will,” “may” or words of similar meaning and include, but are not limited to, statements regarding the outlook for future business and financial performance of Genworth Financial, Inc. (Genworth) and its consolidated subsidiaries. Forward-looking statements are based on management’s current expectations and assumptions, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may differ materially from those in the forward-looking statements due to global political, economic, inflation, business, competitive, market, regulatory and other factors and risks, including those discussed in the risk factor section of Genworth’s Annual Report on Form 10-K, filed with the SEC on February 28, 2025. Genworth undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise.
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For further information:
| Investors: | Brian Johnson | |
| [email protected] | ||
| Media: | Amy Rein | |
| [email protected] | ||