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): October 10, 2021
Lazard Ltd
(Exact name of registrant as specified in its charter)
Bermuda
(State or other jurisdiction of incorporation)
001-32492 | 98-0437848 | |
(Commission File Number) | (IRS Employer Identification No.) |
Clarendon House, 2 Church Street, Hamilton, Bermuda | HM 11 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code 441-295-1422
Not Applicable
(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 (seeGeneral 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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Class A Common Stock | LAZ | New York Stock Exchange |
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 October 10, 2021, the Board of Directors (the “Board”) of Lazard Ltd (the “Company”) elected William M. Lewis, Jr. to join the Board, effective April 29, 2022. The Company issued a press release on October 12, 2021 announcing the election of Mr. Lewis, a copy of which is attached as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference. Upon joining the Board, Mr. Lewis will receive compensation pursuant to the Company’s directors’ compensation program for non-executive directors, the terms of which are described in Item 1 of the Company’s Definitive Proxy Statement on Schedule 14A filed on March 16, 2021 (the “2021 Proxy Statement”) and are incorporated herein by reference.
Mr. Lewis currently serves as a Managing Director of the Company and receives cash and equity-based compensation for such services. He is also currently eligible to participate in the employee benefit plans available to U.S. Managing Directors. Following Mr. Lewis’s retirement from the Company on November 12, 2021, Mr. Lewis has the opportunity to retain his outstanding equity-based awards in accordance with the Company’s Deferred Compensation Retirement Policy, the terms of which are described in Item 2 of the Company’s 2021 Proxy Statement and are incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits. The following exhibits are filed or furnished as part of this Report on Form 8-K:
Exhibit | Description of Exhibit | |
99.1 | Press Release issued on October 12, 2021 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
EXHIBIT INDEX
Exhibit | Description of Exhibit | |
99.1 | Press Release issued on October 12, 2021 | |
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 on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
LAZARD LTD | ||
(Registrant) | ||
By: | /s/ Scott D. Hoffman | |
Name: | Scott D. Hoffman | |
Title: | Chief Administrative Officer and General Counsel |
Dated: October 12, 2021