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 21, 2004
Lehman Brothers Holdings Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-9466 13-3216325
(Commission File Number) (IRS Employer Identification No.)
745 Seventh Avenue
New York, New York 10019
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number,
including area code:
(212) 526-7000
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))
Item 2.02. Results of Operations and Financial Condition.
---------------------------------------------
On September 21, 2004, Lehman Brothers Holdings Inc. (the "Registrant") issued a
press release with respect to its earnings for its most recently completed
fiscal quarter (the "Earnings Release").
The Earnings Release and related attachments are annexed as Exhibit 99.1 hereto
and are hereby incorporated herein and made a part hereof.
The information furnished under this Item 2.02, including Exhibit 99.1, shall be
deemed to be "filed" for purposes of the Securities Exchange Act of 1934, as
amended.
Item 9.01. Financial Statements and Exhibits
---------------------------------
(c) Exhibits
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The following Exhibit is filed as part of this Report.
Exhibit 99.1 Press Release Dated September 21, 2004, Relating
to Earnings for the Three Months Ended
August 31, 2004
Selected Statistical Information
As of and for the Three Months Ended
August 31, 2004
(Preliminary and Unaudited)
Consolidated Statement of Income
Three Months Ended August 31, 2004
(Preliminary and Unaudited)
Consolidated Statement of Income
Nine Months Ended August 31, 2004
(Preliminary and Unaudited)
Segment Net Revenue Information
Three and Nine Months Ended August 31, 2004
(Preliminary and Unaudited)
Reconciliation of Average Common Stockholders'
Equity to Average Tangible Common Stockholders'
Equity
(Preliminary and Unaudited)
Assets under Management
As of August 31, 2004
(Preliminary and Unaudited)
Gross Leverage and Net Leverage Calculations
(Preliminary and Unaudited)
2
SIGNATURE
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.
LEHMAN BROTHERS HOLDINGS INC.
(Registrant)
Date: September 21, 2004 By: /s/ Christopher M. O'Meara
----------------------------
Christopher M. O'Meara
Vice President and Controller
(Principal Accounting Officer)
3
EXHIBIT INDEX
Exhibit 99.1 Press Release Dated September 21, 2004, Relating to Earnings
for the Three Months Ended, August 31, 2004
Selected Statistical Information As of and for the Three
Months Ended, August 31, 2004
(Preliminary and Unaudited)
Consolidated Statement of Income Three Months Ended
August 31, 2004
(Preliminary and Unaudited)
Consolidated Statement of Income Nine Months Ended
August 31, 2004
(Preliminary and Unaudited)
Segment Net Revenue Information Three and Nine Months Ended
August 31, 2004
(Preliminary and Unaudited)
Reconciliation of Average Common Stockholders' Equity to
Average Tangible Common Stockholders' Equity
(Preliminary and Unaudited)
Assets under Management As of August 31, 2004
Preliminary and Unaudited)
Gross Leverage and Net Leverage Calculations
(Preliminary and Unaudited)