8-K
MARSH & MCLENNAN COMPANIES, INC. (MRSH)
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) | February 11, 2022 | | --- | --- || Marsh & McLennan Companies, Inc. | | --- | | (Exact Name of Registrant as Specified in its Charter) |
| Delaware | 1-5998 | 36-2668272 | |||||
|---|---|---|---|---|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) | 1166 Avenue of the Americas, | New York, | NY | 10036 | |
| --- | --- | --- | --- | ||||
| (Address of Principal Executive Offices) | (Zip Code) | Registrant’s telephone number, including area code | (212) | 345-5000 | |||
| --- | --- | --- |
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)) | | --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of exchange on which registered |
|---|---|---|
| Common Stock, par value $1.00 per share | MMC | New York Stock Exchange |
| Chicago Stock Exchange | ||
| London Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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. | ☐ |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(d) On February 11, 2022, the board of directors (the “Board”) of Marsh & McLennan Companies, Inc. (the “Company”) appointed Hafize Gaye Erkan, age 42, as an independent member of the Board, effective March 1, 2022.
As a non-management director, Ms. Erkan will be compensated as described in “Description of Compensation Arrangements for Independent Directors”, which was filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.
A copy of the Company's press release, dated February 14, 2022, announcing the appointment of Ms. Erkan is attached hereto as Exhibit 99.1 and incorporated herein by reference.
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.
| MARSH & McLENNAN COMPANIES, INC. | |
|---|---|
| By: | /s/ Connor Kuratek |
| Name: | Connor Kuratek |
| Title: | Deputy General Counsel &<br>Corporate Secretary |
Date: February 14, 2022
EXHIBIT INDEX
Exhibit No. Exhibit
| 99.1 | Press release issued by Marsh & McLennan Companies, Inc. on February 14, 2022. |
|---|
4
Document
| Marsh McLennan<br><br>1166 Avenue of the Americas<br><br>New York, New York, 10036-2774<br><br>T +212 345 5000<br><br>www.marshmclennan.com |
|---|
News release
| Media Contact:<br><br>Erick R. Gustafson<br><br>Marsh McLennan<br><br>+1 202 263 7788<br><br>erick.gustafson@mmc.com | Investor Contact:<br><br>Sarah DeWitt<br><br>Marsh McLennan<br><br>+1 212 345 6750<br><br>Sarah.dewitt@mmc.com |
|---|
Marsh McLennan Appoints Hafize Gaye Erkan to its Board of Directors
NEW YORK, February 14, 2022 — On February 11, 2022, the Board of Directors of Marsh McLennan (NYSE: MMC), the world’s leading professional services firm in the areas of risk, strategy, and people, appointed Hafize Gaye Erkan, age 42, as director effective on March 1, 2022. With Ms. Erkan’s appointment, the Company’s Board will consist of 14 directors.
Prior to 2022, Ms. Erkan served as Co-CEO of First Republic Bank, a publicly traded commercial bank and trust company with total assets of $181 billion and additional wealth management assets of $279 billion as of December 31, 2021. She also served as President of First Republic from 2017 to 2021 and was a member of the company’s board of directors from 2019 to 2021. She joined First Republic as Senior Vice President, Chief Investment Officer and Co-Chief Risk Officer in 2014.
Before joining First Republic in 2014, Ms. Erkan spent a decade at Goldman Sachs, ultimately serving as Managing Director and Head of Financial Institutions Group Analytics and Strategies. In that role, she worked closely with boards of directors and senior management teams of financial institutions, insurers, asset managers and banks.
“Gaye has deep expertise in investments, risk management, growth markets and digital innovation,” said H. Edward Hanway, Chairman of the Company’s Board of Directors. “We look forward to welcoming her to the Board.”
Ms. Erkan serves on the board of directors for the Partnership for New York City and on the Advisory Council for the Princeton University Department of Operations Research and Financial Engineering. She served on the board of directors for Tiffany & Co. from 2019 through the company’s acquisition by LVMH in 2021.
About Marsh McLennan
Marsh McLennan (NYSE: MMC) is the world’s leading professional services firm in the areas of risk, strategy and people. The Company’s 83,000 colleagues advise clients in 130 countries. With annual revenue of nearly $20 billion, Marsh McLennan helps clients navigate an increasingly dynamic and complex environment through four market-leading businesses. Marsh provides data driven risk advisory services and insurance solutions to commercial and consumer clients. Guy Carpenter develops advanced risk, reinsurance and capital strategies that help clients grow profitably and pursue emerging opportunities. Mercer delivers advice and technology-driven solutions that help organizations redefine the world of work, reshape retirement and investment outcomes, and unlock health and wellbeing for a changing workforce. Oliver Wyman serves as a critical strategic, economic and brand advisor to private sector and governmental clients. For more information, visit marshmclennan.com, follow us on LinkedIn and Twitter or subscribe to BRINK.