SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 2)
Mac-Gray Corporation
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
554153106
(CUSIP Number)
Thomas D. Mueller
Chief Operating Officer and Chief Compliance Officer
462 South Fourth Street, Suite 1600
Louisville, KY 40202
(502) 371-4100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 13, 2013
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [X].
(Continued on following pages)
(Page 1 of 11 Pages)
CUSIP No. 554153106 13D Page 2 of 11 Pages
--------------------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS
RIVER ROAD ASSET MANAGEMENT, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER 825,869
SHARES --------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER NONE
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER 1,337,419
REPORTING --------------------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER NONE
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,337,419
--------------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IA
--------------------------------------------------------------------------------
CUSIP No. 554153106 13D Page 3 of 11 Pages
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) |_|
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
IOWA
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER NONE
SHARES --------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER 825,869
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER NONE
REPORTING --------------------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER 1,337,419
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,337,419
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
CUSIP No. 554153106 13D Page 4 of 11 Pages
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA INVESTORS HOLDINGS LTD
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) |_|
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER NONE
SHARES --------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER 825,869
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER NONE
REPORTING --------------------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER 1,337,419
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,337,419
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
CUSIP No. 554153106 13D Page 5 of 11 Pages
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA GROUP HOLDINGS LIMITED
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) |_|
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER NONE
SHARES --------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER 825,869
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER NONE
REPORTING --------------------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER 1,337,419
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,337,419
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
CUSIP No. 554153106 13D Page 6 of 11 Pages
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA PLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) |_|
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER NONE
SHARES --------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER 825,869
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER NONE
REPORTING --------------------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER 1,337,419
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,337,419
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
CUSIP No. 554153106 13D Page 7 of 11 Pages
ITEM 1. SECURITY AND ISSUER
This statement relates to shares of Common Stock, par value $.01 per share (the
"Stock"), of Mac-Gray Corporation (the "Issuer"). The principle executive office
of the Issuer is located at the following address:
Mac-Gray Corporation
404 Wyman Street, Suite 400
Waltham, Massachusetts 02451-1212
ITEM 2. IDENTITY AND BACKGROUND
The information regarding the persons filing this statement is as follows:
(a) The name of the persons filing are:
RIVER ROAD ASSET MANAGEMENT, LLC ("RRAM"),
AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC. ("AINAH"),
AVIVA INVESTORS HOLDINGS LTD ("AIHL").
AVIVA GROUP HOLDINGS LIMITED ("AGHL"), AND
AVIVA PLC ("AVIVA"),
(COLLECTIVELY, THE "FILERS").
(b) The business address of the Filers is as follows:
FOR RRAM: 462 SOUTH FOURTH STREET, SUITE 1600, LOUISVILLE, KY 40202
FOR AINAH: 215 10TH STREET, SUITE 1000, DES MOINES, IA 50309
FOR AIHL: NO. 1 POULTRY, LONDON, ENGLAND, EC2R 8EJ
FOR AGHL AND AVIVA: AVIVA plc, ST HELEN'S, 1 UNDERSHAFT, LONDON EC3P 3DQ
(c) Present principal occupation or employment of the Filers and the name,
principal business and address of any corporation or other in which such
employment is conducted:
RRAM IS A SECURITIES AND EXCHANGE COMMISSION REGISTERED INVESTMENT
ADVISOR. AINAH IS 100% OWNER OF RRAM. AIHL IS 100% OWNER OF AINAH. AGHL IS
100% OWNER OF AIHL. AVIVA IS 100% OWNER OF AGHL.
THE NAME, BUSINESS ADDRESS, BUSINESS ACTIVITY AND PRESENT PRINCIPAL
OCCUPATION OR EMPLOYMENT OF EACH EXECUTIVE OFFICER AND DIRECTOR OF THE
FILERS ARE SET FORTH IN EXHIBIT A, WHICH IS INCORPORATED HEREIN BY
REFERENCE.
(d) During the last five years, none of the Filers have been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, none of the Filers were a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
(f) Citizenship:
RRAM IS ORGANIZED UNDER THE LAWS OF DELAWARE. AINAH IS ORGANIZED UNDER THE
LAWS OF IOWA.
AIHL, AGHL, AND AVIVA ARE ORGANIZED UNDER THE LAWS OF ENGLAND AND WALES.
CUSIP No. 554153106 13D Page 8 of 11 Pages
THE CITIZENSHIP OF EACH EXECUTIVE OFFICER AND DIRECTOR OF THE FILERS WHO
IS A NATURAL PERSON IS SET FORTH IN EXHIBIT A HERETO, WHICH IS
INCORPORATED HEREIN BY REFERENCE.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The source of funds used in purchasing the Stock of the Issuer is RRAM client
funds for which RRAM acts as investment advisor pursuant to an investment
advisory agreement between each RRAM client and RRAM. The amount of funds used
in purchasing the Stock of the Issuer is $37,035,995.05.
ITEM 4. PURPOSE OF TRANSACTION
The Stock was acquired for investment purposes in the ordinary course of
business. As such, the Filers may purchase, hold, vote, trade, dispose, sell or
otherwise deal the Stock for the benefit of its clients depending on changes in
the per share price of the Stock, or related to changes in the Issuer's
operations, management structure, business strategy, future acquisitions, growth
prospects, liquidity, capital allocation, including use of leverage, or from the
sale or merger of the Issuer. The Filers may discuss such matters with the
Issuer's management or directors, other shareholders, existing or potential
strategic partners or competitors, investment and finance professionals, and
other investors. Such analysis and discussions may result in the Filers
materially modifying its ownership of the Stock. The Filers may also exchange
information with the Issuer pursuant to confidentiality or similar agreements,
propose changes in its operations, governance, capitalization, or propose one or
more of the actions described in sections (a) through (j) of Item 4 of Schedule
13D, all in order to enhance shareholder value. The Filers do not intend to seek
control of the Issuer or participate in the day-to-day management of the Issuer,
and any Reporting Person that is registered as an investment company under the
Investment Company Act of 1940, as amended, will participate in such a
transaction only following receipt of an exemption from the Securities and
Exchange Commission under Rule 17d-1 promulgated under the Investment Company
Act of 1940, as amended, if required, and in accordance with other applicable
law. Certain officers of RRAM and/or the Filers did send letters on January 11,
2008 and on November 14, 2007 to Stewart G. MacDonald, Jr. and the Issuer's
Board of Directors, as well as on September 17, 2007 and on September 6, 2007 to
Stewart G. MacDonald, Jr. urging them to hire an independent advisory firm to
explore strategic options, including the sale of the Issuer, in order to
maximize shareholder value and to report its findings to all shareholders.
Copies of those letters were attached as Exhibits A, B, C, and D in RRAM's
initial Schedule 13D filed with the SEC on January 11, 2008.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Based on 14,647,638 shares of Common Stock of the Issuer outstanding as of
May 6, 2013, the Filers may be deemed to beneficially own 1,337,419,
or 9.1%, of the Issuer's outstanding shares of Common Stock.
(b) The Filers have the sole power to vote or direct the vote of 825,869
shares of Stock and to dispose or direct the disposition of 1,337,419
shares of the Stock that the Filers may be deemed to beneficially own.
(c) The Filers effected the following transactions in the Stock in open market
transactions on the dates indicated, and such transactions are the only
transactions in the Stock by the Filers during the sixty days prior to
May 13, 2013 (date range: March 14, 2013 through May 13, 2013):
CUSIP No. 554153106 13D Page 9 of 11 Pages
(4) PRICE
(3) NUMBER OF PER SHARE (5) HOW
SHARES OF COMMON OF COMMON TRANSACTED -
(1) NAME (2) DATE STOCK STOCK SELL OR BUY WHERE TRANSACTED
RRAM 3/14/2013 1,500 12.47 Sell RRAM Principal Place of Business
RRAM 3/25/2013 440 12.98 Buy RRAM Principal Place of Business
RRAM 3/25/2013 330 12.98 Buy RRAM Principal Place of Business
RRAM 4/8/2013 1,180 12.40 Buy RRAM Principal Place of Business
RRAM 4/8/2013 730 12.40 Buy RRAM Principal Place of Business
RRAM 4/8/2013 60 12.40 Buy RRAM Principal Place of Business
RRAM 4/26/2013 380 13.39 Buy RRAM Principal Place of Business
RRAM 4/26/2013 210 13.39 Buy RRAM Principal Place of Business
RRAM 4/26/2013 90 13.39 Buy RRAM Principal Place of Business
RRAM 4/29/2013 1,460 13.34 Buy RRAM Principal Place of Business
RRAM 5/3/2013 1,663 13.70 Buy RRAM Principal Place of Business
RRAM 5/6/2013 517 13.52 Buy RRAM Principal Place of Business
The transactions noted above were purchases or sales of shares effected in the
open market and the table includes commissions paid in per share prices.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
RRAM is the investment adviser to accounts of RRAM clients pursuant to
investment advisory agreements between RRAM clients and RRAM. Each investment
advisory agreement provides RRAM with the authority, among other things, to
invest account funds in the Stock, to dispose of the Stock, and to file this
statement on behalf of the account. Some, but not all, investment advisory
agreements provide RRAM with the authority to vote for the Stock. The number of
shares of Stock for which RRAM has sole voting power is reflected on RRAM's
cover page.
RRAM, AINAH, AIHL, AGHL, and Aviva entered into an Agreement Regarding Joint
Filing of Statement on Schedule 13D or 13G dated as of March 2, 2011 (the
"Agreement"). Under the Agreement, RRAM was appointed agent and attorney-in-fact
to prepare or cause to be prepared, sign, file with the Securities and Exchange
Commission and furnish to any other person all certificates, instruments,
agreements and documents necessary to comply with section 13(d) and section
16(a) of the Securities Exchange Act of 1934, as amended. The Agreement will
terminate in the event that a statement terminating the Agreement is filed with
the Securities and Exchange Commission. The Agreement was attached as Exhibit B
in RRAM's first amendment to Schedule 13D filed with the SEC on March 4, 2011.
CUSIP No. 554153106 13D Page 10 of 11 Pages
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
EXHIBIT A - The name, business address, business activity, present principal
occupation or employment and, if natural person, citizenship of each executive
officer and director of the Filers.
CUSIP No. 554153106 13D Page 11 of 11 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
May 15, 2013 RIVER ROAD ASSET MANAGEMENT, LLC,
a Delaware limited liability company
/s/ Thomas D. Mueller
---------------------------------------
By: Thomas D. Mueller,
Chief Operating Officer and Chief Compliance Officer
AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC.
/s/ Andra C. Purkalitis
---------------------------------------
By: Andra C. Purkalitis
Director and Officer
AVIVA INVESTORS HOLDINGS LTD
a limited liability company organized under the laws of
England and Wales
/s/ Wendy Helena Sarsted
---------------------------------------
By: Wendy Helena Sarsted
Attorney/Authorised Signatory
AVIVA GROUP HOLDINGS LIMITED
a limited liability company organized under the laws of
England and Wales
/s/ Kathryn Baily
---------------------------------------
By: Kathryn Baily
Head of Board Support and Authorised Signatory
AVIVA PLC
a public limited company organized under the laws of
England and Wales
/s/ Kathryn Baily
---------------------------------------
By: Kathryn Baily
Head of Board Support and Authorised Signatory
Exhibit A
The name, business address, business activity, present principal occupation or
employment and, if natural person, citizenship of each executive officer and
director of the Filers are set forth in Exhibit A hereto, which is incorporated
herein by reference.
RIVER ROAD ASSET MANAGEMENT, LLC
PRESENT
PRINCIPAL
BUSINESS OCCUPATION OR
NAME BUSINESS ADDRESS ACTIVITY EMPLOYMENT CITIZENSHIP
------------------ ----------------------- -------------- --------------- -------------
Shircliff, James 462 S. 4th Street Chief Chief United
C. Suite 1600 Investment Investment States
Louisville, KY 40202 Officer Officer
Beck, R. Andrew 462 S. 4th Street President President United
Suite 1600 & CEO & CEO States
Louisville, KY 40202
Sanders III, 462 S. 4th Street Executive Executive United
Henry W. Suite 1600 Vice Vice States
Louisville, KY 40202 President President
Cinnamond, Erik 822 North A1A Highway Vice Vice President United
K. Ponte Vedra, FL 32082 President States
Forsha, Thomas S. 462 S. 4th Street Co-Chief Co-Chief United
Suite 1600 Investment Investment States
Louisville, KY 40202 Officer Officer
Deuser, Greg E. 462 S. 4th Street Chief Risk Chief Risk United
Suite 1600 Officer Officer States
Louisville, KY 40202
Brown, J. Alex 462 S. 4th Street Director of Director of United
Suite 1600 Research Research States
Louisville, KY 40202
Mueller, Thomas 462 S. 4th Street Chief Chief United
D. Suite 1600 Compliance Compliance States
Louisville, KY 40202 Officer and Officer and
Chief Chief
Operating Operating
Officer Officer
Fiorito, 462 S. 4th Street Director of Director of United
Christopher K. Suite 1600 Trading Trading States
Louisville, KY 40202
Robbins, L. 462 S. 4th Street Vice Vice United
Michele Suite 1600 President of President of States
Louisville, KY 40202 Client & Client &
Consultant Consultant
Relations Relations
O'Leary, Katrina 462 S. 4th Street Vice Vice United
Suite 1600 President of President of States
Louisville, KY 40202 Client & Client &
Consultant Consultant
Relations Relations
Burnett, 462 S. 4th Street Director of Director of United
Shannon M. Suite 1600 Client Client States
Louisville, KY 40202 Services Services
Snyder, 462 S. 4th Street Director Director United
Meagan N. Suite 1600 of Compliance of Compliance States
Louisville, KY 40202
Wainwright, 462 S. 4th Street Director of Director of United
Robert W. Suite 1600 Business Business Kingdom
Louisville, KY 40202 Strategy Strategy
Development Development
AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC.
PRESENT
PRINCIPAL
BUSINESS OCCUPATION OR
NAME BUSINESS ADDRESS ACTIVITY EMPLOYMENT CITIZENSHIP
------------------ ----------------------- -------------- --------------- -------------
O'Brien, Patrick 215 10th Street Director and Director and United
Suite 1000 Officer Officer States
Des Moines, IA 50309
Preseau, Chuck G. 215 10th Street Director and Director and United
Suite 1000 Officer Officer States
Des Moines, IA 50309
Purkalitisk Andra C. 215 10th Street Director Director United
Suite 1000 and Officer and Officer States
Des Moines, IA 50309
Neville, Patrick No. 1 Poultry Director Director and United
London Officer Kingdom
EC2R 8EJ
AVIVA INVESTORS HOLDINGS LIMITED
PRESENT
PRINCIPAL
BUSINESS OCCUPATION OR
NAME BUSINESS ADDRESS ACTIVITY EMPLOYMENT CITIZENSHIP
------------------ ----------------------- -------------- --------------- -------------
Kyprianou, Robert No.1 Poultry, Independent Non-executive United Kingdom
Anastassis London EC2R 8EJ non-executive director
director
Misselbrook, John No.1 Poultry, Independent Non-executive United Kingdom
London EC2R 8EJ non-executive director
director
Wolstenholme, Manjit No.1 Poultry, Independent Non-executive United Kingdom
London EC2R 8EJ non-executive director
director
Regan, Patrick St Helen's,
Charles 1 Undershaft, Director/ Chief Financial United Kingdom
London EC3P 3DQ Chairman Officer, Aviva plc
Windsor, Jason St Helen's,
Michael 1 Undershaft, Director Chief Strategy and United Kingdom
London EC3P 3DQ Development Officer,
Aviva plc
PRESENT
PRINCIPAL
BUSINESS OCCUPATION OR
NAME BUSINESS ADDRESS ACTIVITY EMPLOYMENT CITIZENSHIP
------------------ ----------------------- -------------- --------------- -------------
Abberley, Paul No.1 Poultry,
Andrew London EC2R 8EJ Director and CEO (Interim), United Kingdom
Executive Aviva Investors
Neville, Patrick
John No.1 Poultry, Director and Chief Financial United Kingdom
London EC2R 8EJ Executive Officer, Aviva
Investors
Boulier, 26-28 Rue de la Pepiniere Executive Chief Executive- France
Jean-Francois Paris 75008, France Europe, Aviva
Investors
Hodgson, John Gordon No.1 Poultry, Executive Chief Operating United Kingdom
London EC2R 8EJ Officer, Aviva
Investors
Field, Richard No.1 Poultry, Executive Chief Risk Officer,United Kingdom
Julian London EC2R 8EJ Aviva Investors
Hibbert, Christopher No.1 Poultry, Executive Transformation United Kingdom
James London EC2R 8EJ Director, Aviva
Investors
O'Brien, Patrick 215 10th Street Executive Chief Executive- United States
Joseph Suite 1000 Americas and Asia
Des Moines, IA 50309 Pacific, Aviva
Investors
Parthenay, Heneg No.1 Poultry, Executive Strategic and France
London EC2R 8EJ M&A Director,
Aviva Investors
Womack, Ian Bryan No.1 Poultry, Executive Chief Executive- United Kingdom
London EC2R 8EJ Global Real Estate,
Aviva Investors
AVIVA GROUP HOLDINGS LIMITED
PRESENT
PRINCIPAL
BUSINESS OCCUPATION OR
NAME BUSINESS ADDRESS ACTIVITY EMPLOYMENT CITIZENSHIP
------------------ ----------------------- -------------- --------------- -------------
Lister, John Robert St Helen's, Director Group Chief United Kingdom
1 Undershaft, Risk & Capital
London EC3P 3DQ Officer
Regan, Patrick St Helen's, Director Group Chief United Kingdom
Charles 1 Undershaft, Financial Officer
London EC3P 3DQ
AVIVA PLC
PRESENT
PRINCIPAL
BUSINESS OCCUPATION OR
NAME BUSINESS ADDRESS ACTIVITY EMPLOYMENT CITIZENSHIP
------------------ ----------------------- -------------- --------------- -------------
Barker, Glyn St Helen's, Non exec. Non exec. United Kingdom
1 Undershaft, Director Director
London EC3P 3DQ
Hawker, Michael John St Helen's, Non exec. Non exec. Australia
1 Undershaft, Director Director
London EC3P 3DQ
United States/
Huey Evans, Gay St Helen's, Non exec. Non exec. United Kingdom
1 Undershaft, Director Director
London EC3P 3DQ
McFarlane, John St Helen's, Non exec. Non exec. United Kingdom/Australia
1 Undershaft, Chairman Chairman
London EC3P 3DQ
Montague, Adrian St Helen's, Senior Senior United Kingdom
Alastair 1 Undershaft, Independent Independent
London EC3P 3DQ Director Director
Regan, Patrick St Helen's, Executive Group Chief United Kingdom
Charles 1 Undershaft, Director Financial Officer
London EC3P 3DQ
Stein, Robert William St Helen's, Non exec. Non exec. United States
1 Undershaft, Director Director
London EC3P 3DQ
Wheway, Jonathan St Helen's, Non exec. Non exec. United Kingdom
Scott 1 Undershaft, Director Director
London EC3P 3DQ
Wilson, Mark Andrew St Helen's, Director Group Chief New Zealand
1 Undershaft, Executive Officer
London EC3P 3DQ
Amin, Nick St Helen's, Executive Group United Kingdom
1 Undershaft, Committee Member Transformation
London EC3P 3DQ Director
PRESENT
PRINCIPAL
BUSINESS OCCUPATION OR
NAME BUSINESS ADDRESS ACTIVITY EMPLOYMENT CITIZENSHIP
------------------ ----------------------- -------------- --------------- -------------
Barral, David St Helen's, Executive Chief executive United Kingdom
1 Undershaft, Committee Member officer, Aviva UK
London EC3P 3DQ & Ireland Life
Insurance
Boyle, Paul St Helen's, Executive Chief Audit United Kingdom
1 Undershaft, Committee Member Officer
London EC3P 3DQ
Cooper, Kirstine Ann St Helen's, Executive Group General United Kingdom
1 Undershaft, Committee Member Counsel &
London EC3P 3DQ Company Secretary
Deputy, Christine St Helen's, Executive Group HR Director United States
1 Undershaft, Committee Member
London EC3P 3DQ
Lister, John Robert St Helen's, Executive Group Chief Risk United Kingdom
1 Undershaft, Committee Member & Capital Officer
London EC3P 3DQ
Mackenzie, Amanda St Helen's, Executive Chief marketing United Kingdom
Felicity 1 Undershaft, Committee Member and communications
London EC3P 3DQ officer
McMillan, St Helen's, Executive Chief Executive United Kingdom
David John Ramsay 1 Undershaft, Committee Member Officer, Aviva
London EC3P 3DQ Europe
Riley, Cathryn St Helen's, Executive Chief United Kingdom
Elizabeth 1 Undershaft, Committee Member Operations Officer
London EC3P 3DQ
Seng, Khor Hock 6 Temasek Blvd, #22-01 Executive Chief Malaysia
Suntec Tower 4 Committee Member Executive Officer,
Singapore 038986 Aviva Asia
Spencer, Robin Lloyd St Helen's, Executive Chief executive United Kingdom
1 Undershaft, Committee Member officer, Aviva
London EC3P 3DQ UK & Ireland
General Insurance
Tulloch, Maurice Ewen 2206 Eglinton Avenue East Executive Chief Executive Canada
Scarborough, Ontario Committee Member Officer, Aviva
Canada, M1L 4S8 Canada
Windsor, Jason St Helen's, Executive Chief strategy & United Kingdom
1 Undershaft, Committee Member development officer
London EC3P 3DQ