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): September 17, 2013
METLIFE, INC.
(Exact Name of Registrant as Specified in Its Charter)
| | | | |
| Delaware | | 1-15787 | | 13-4075851 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
| 200 Park Avenue, New York, New York | | 10166-0188 |
| (Address of Principal Executive Offices) | | (Zip Code) |
212-578-2211
(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):
| ¨ | 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)) |
| Item. 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On September 17, 2013, the Board of Directors (the “Board”) of MetLife, Inc. (the “Company”) elected William E. Kennard as a director of the Company, effective immediately. Mr. Kennard was also appointed to serve on the Governance and Corporate Responsibility Committee of the Board, effective immediately. A copy of the press release issued by the Company on September 17, 2013 announcing Mr. Kennard’s appointment is attached hereto as Exhibit 99.1.
Mr. Kennard will participate in the non-management director compensation arrangements described in the Company’s 2013 proxy statement. Under the terms of those arrangements, non-management directors receive an annual retainer of $260,000 per year, 50% of which will be paid in shares of the Company’s common stock and 50% of which will be paid in cash. Each annual retainer covers the period of Board service commencing at the Company’s annual shareholders meeting and ending at its next annual shareholders meeting. For the period beginning at his election to the Board on September 17, 2013 and ending at the 2014 annual shareholders meeting, Mr. Kennard will receive a prorated retainer fee to reflect such period of service.
| Item 9.01 | Financial Statements And Exhibits. |
99.1 Press release of MetLife, Inc., dated September 17, 2013, announcing that William E. Kennard was elected to the Board.
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.
| | | | | | |
| | | | METLIFE, INC. |
| | | |
| | | | By: | | /s/ Timothy J. Ring |
| | | | Name: | | Timothy J. Ring |
| | | | Title: | | Vice President and Secretary |
Date: September 20, 2013
3
EXHIBIT INDEX
| | |
EXHIBIT
NUMBER | | EXHIBIT |
| |
| 99.1 | | Press release of MetLife, Inc., dated September 17, 2013, announcing that William E. Kennard was elected to the Board. |
4
