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): June 27, 2022 (June 21, 2022)
Global Business Travel Group, Inc.
(Exact name of Registrant as specified in its charter)
| Delaware | | 001-39576 | | 98-0598290 |
(State or other jurisdiction of
incorporation or organization) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
666 3rd Avenue, 4th Floor
New York, New York 10017
(Address of principal executive offices) (Zip Code)
(212) 679-1600
(Registrant’s telephone number, including area code)
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:
| ¨ | 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, par value of $0.0001 per share | | GBTG | | The New York Stock Exchange |
| | | | | |
| Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share | | GBTG.WS | | 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company x
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 June 21, 2022, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Global Business Travel Group, Inc. (the “Company”) adopted the Global Business Travel Group, Inc. Annual Incentive Award Plan (the “AIA Plan”) in order to provide added incentive for employees of the Company and certain of its affiliates who are in a position to make substantial contributions to the earnings and growth of these companies.
The AIA Plan provides eligible employees of the Company and certain of its affiliates an opportunity to earn incentive compensation awards payable in cash upon achievement of annual performance goals as established by the Compensation Committee. If earned, awards under the AIA Plan will generally be paid in March of the calendar year immediately following the year of performance.
The foregoing description of the AIA Plan is qualified in its entirety by reference to the AIA Plan filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
| 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.
| | Global Business Travel Group, Inc. |
| | |
| | By: | /s/ Martine Gerow |
| | | Name: | Martine Gerow |
| | | Title: | Chief Financial Officer |
Date: June 27, 2022
