8-K
Sabre Corp (SABR)
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 5, 2025
SABRE CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-36422 | 20-8647322 |
|---|---|---|
| (State or other jurisdiction of<br> <br>incorporation or organization) | (Commission<br> <br>File Number) | (I.R.S. Employer<br> <br>Identification Number) |
| 3150 Sabre Drive<br> <br>Southlake, TX | 76092 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(682) 605-1000
(Registrant’s telephone number, including area code)
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<br> <br>Symbol | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, $.01 par value | SABR | The NASDAQ Stock Market LLC |
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. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
On February 6, 2025, Sabre Corporation (“Sabre”) announced that Karl Peterson will be retiring from the Board, as well as from all Board committees on which he sits, effective immediately prior to Sabre’s 2025 Annual Meeting of Stockholders, which is scheduled to be held on April 23, 2025. His decision to retire is not the result of any disagreement with Sabre or its management with respect to any matter relating to Sabre’s operations, policies or practices. The size of the Board will be reduced to nine directors, effective upon his retirement from the Board. A copy of the press release announcing this item is included as Exhibit 99.1.
| Item 9.01. | Exhibits |
|---|---|
| (d) | Exhibits |
| --- | --- |
| 99.1 | Press Release, dated February 6, 2025. |
| --- | --- |
| 104 | Cover Page Interactive Data File—formatted as Inline XBRL. |
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.
Dated: February 6, 2025
| Sabre Corporation | ||
|---|---|---|
| By: | /s/ Shawn Williams | |
| Name: | Shawn Williams | |
| Title: | Executive Vice President and Chief Administrative Officer |
EX-99.1
Exhibit 99.1
Sabre announces the retirement of Karl Peterson from its Board of Directors
SOUTHLAKE, Texas – Feb. 6, 2025 – Sabre Corporation (NASDAQ: SABR) today announced that Karl Peterson has chosen not to stand for reelection and will therefore retire from the company’s Board of Directors immediately prior to its 2025 annual meeting, scheduled for April 23.
“On behalf of the Board, I extend our deepest gratitude to Karl for his leadership and guidance throughout his tenure,” said Gail Mandel, Chair of Sabre’s Board. “Karl has been an integral member of the Board for nearly two decades, providing invaluable guidance and counsel for the leadership team and the Board alike. We wish him much success in the future.”
Peterson has served on Sabre’s Board of Directors since March 2007, including as Chair of the Board from January 2020 to April 2022 and as Lead Director during 2017.
“It has been a privilege serving on Sabre’s Board of Directors,” added Peterson. “Sabre has weathered unprecedented times during my tenure, and I am proud of where it stands today. I believe the company has made significant progress, especially over the last several years, and is well-positioned to achieve its vision.”
About Sabre Corporation
Sabre Corporation is a leading technology company that takes on the biggest opportunities and solves the most complex challenges in travel. Sabre harnesses speed, scale and insights to build tomorrow’s technology today – empowering airlines, hoteliers, agencies and other partners to retail, distribute and fulfill travel worldwide. Headquartered in Southlake, Texas, USA, with employees across the world, Sabre serves customers in more than 160 countries globally. For more information visit www.sabre.com.
SABR-F
Contacts:
Media
Cassidy Smith-Broyles
sabrenews@sabre.com
Investors
Brian Evans
sabre.investorrelations@sabre.com