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): April 27, 2009
JONES LANG LASALLE INCORPORATED
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Maryland 001-13145 36-4150422
- ------------------------ -------------------- ---------------
(State or other juris- (Commission File (IRS Employer
diction of incorporation) Number) Identification
No.)
200 East Randolph Drive, Chicago, IL 60601
------------------------------------ ----------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (312) 782-5800
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 (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))
1
ITEM 5.03. AMENDMENT OF THE BYLAWS OF JONES LANG LASALLE INCORPORATED
TO INCLUDE A MAJORITY VOTING STANDARD FOR THE ELECTION
OF DIRECTORS
The Board of Directors (the "Board") of Jones Lang LaSalle
Incorporated (the "Company") has approved an amendment of the Bylaws of the
Company, effective as of April 15, 2009, to establish within the Bylaws a
majority voting standard for the election of Directors substantively
similar to a provision that was previously in the Company's Corporate
Governance Guidelines.
The full text of the Amendment to the Bylaws of the Company is
attached as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated by reference herein. The Bylaws of the Company in their
entirety, as so amended and restated, may be found in the Investor
Relations section of the Company's website, www.joneslanglasalle.com.
ITEM 8.01. OTHER EVENTS: REDUCTION IN COMPENSATION OF NON-EXECUTIVE
DIRECTORS.
In support of the overall efforts of the Company to reduce its costs,
the current non-executive members of the Board of the Company have
voluntarily elected to decline 20% of their cash and equity retainers for
the one-year period starting May 1, 2009. This includes the retainers paid
to the members of the Board in their capacities as such, to the Chairman of
the Board, and to the Chairman of each of the Audit, Compensation and
Nominating and Governance Committees.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
The following exhibit is included with this Report:
99.1. Form of Amendment to Bylaws of the Company,
effective as of April 15, 2009.
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: April 27, 2009 JONES LANG LASALLE INCORPORATED
By: /s/ Mark J. Ohringer
--------------------------------
Name: Mark J. Ohringer
Title: Executive Vice President,
Global General Counsel
and Corporate Secretary
3
EXHIBIT INDEX
-------------
EXHIBIT NO. DESCRIPTION
- ----------- -----------
99.1 Form of Amendment to Bylaws of the Company, effective
as of April 15, 2009.
4