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
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Date of Report (Date of earliest event reported): September 21, 2023 |
THE WESTERN UNION COMPANY
(Exact name of registrant as specified in its charter)
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Delaware | 001-32903 | 20-4531180 |
(State or other jurisdiction
of incorporation) | (Commission File Number) | (I.R.S. Employer
Identification No.) |
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7001 East Belleview Avenue | |
Denver, Colorado | | 80237 |
(Address of principal executive offices) | | (Zip Code) |
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(866) 405-5012 (Registrant’s telephone number, including area code) |
(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:
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| ☐ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | | 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:
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Title of each class
| | Trading
Symbol(s) | |
Name of each exchange on which registered
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Common Stock, $0.01 Par Value | | WU | | The 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).
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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. ☐ | |
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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. |
(d)
On September 21, 2023, the Board of Directors (the “Board”) of The Western Union Company (the “Company”) increased the size of the Board from 9 to 10 directors and appointed Suzette Deering to the Board to fill the vacancy resulting from such increase, each effective September 21, 2023. In addition, the Board appointed Ms. Deering to the Compensation and Benefits Committee of the Board and the Compliance Committee of the Board, also effective September 21, 2023.
The Board has determined that Ms. Deering meets the independence requirements of our Corporate Governance Guidelines and the New York Stock Exchange listing standards. There is no arrangement or understanding between Ms. Deering and any other persons pursuant to which Ms. Deering was selected as a director. There are no transactions involving Ms. Deering requiring disclosure under Item 404(a) of Regulation S-K.
Ms. Deering will receive the standard compensation effective for 2023 received by the Company’s current non-employee directors, as discussed in the Company’s Proxy Statement dated March 28, 2023, prorated for the time she serves as a director of the Company during 2023.
A copy of the press release announcing the appointment of Ms. Deering to the Board is attached hereto as Exhibit 99.1.
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Item 9.01. | Financial Statements and Exhibits. |
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.
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| THE WESTERN UNION COMPANY |
Dated: September 21, 2023 | | |
| By: | /s/ DARREN A. DRAGOVICH |
| Name: | Darren A. Dragovich |
| Title: | Vice President and Secretary |
