Current Report Filing (8-k)
August 08 2016 - 4:53PM
Edgar (US Regulatory)
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): August 8, 2016 (August
4, 2016)
MBIA INC.
(Exact
name of registrant as specified in its charter)
Connecticut
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1-9583
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06-1185706
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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1 Manhattanville Road, Suite 301
Purchase, New York
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10577
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code:
914-273-4545
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))
Item 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
The following information, including Exhibit 99.1 to this Form 8-K, is
being furnished, not filed, pursuant to Item 2.02 - Results of
Operations and Financial Condition of Form 8-K.
On August 8, 2016, MBIA Inc. (“MBIA”) issued a press release announcing
its results of operations for the quarter ended June 30, 2016. A copy
of the press release is attached as Exhibit 99.1 to this Form 8-K and is
incorporated by reference to this Item 2.02 as if fully set forth herein.
Item 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
(d) Election of Director.
On August 4, 2016, the Board of Directors of MBIA Inc. (“MBIA”) elected
Francis (“Frank”) Y. Chin as a member of MBIA's Board of Directors. In
connection with Mr. Chin’s election, the Board of Directors increased
its size from eight to nine directors.
MBIA’s Board of Directors has determined that Mr. Chin is an Independent
Director under the independence standards set forth in the New York
Stock Exchange Corporate Governance Listing Standards and in the MBIA
Inc. Board Corporate Governance Practices.
Mr. Chin will participate in the compensation and benefit program for
independent directors as described under the heading “Independent
Directors’ compensation” in MBIA’s Proxy Statement for its Annual
Meeting of Shareholders held on May 3, 2016 (filed with the Securities
and Exchange Commission on March 22, 2016).
Item 7.01. REGULATION FD DISCLOSURE.
The following information is being furnished, not filed, pursuant to
Item 7.01 - Regulation FD Disclosure of Form 8-K. Information contained
on MBIA’s Web sites is not incorporated by reference into this Current
Report on Form 8-K.
On August 8, 2016, MBIA will post on its Web site, www.mbia.com, under
the section “Investor Relations – Financial Information – Operating
Supplements,” a Quarterly Operating Supplement for the second quarter of
2016 and under the section “Investor Relations – Financial Information –
Statutory Statements,” 2016 Quarterly Statements for each of MBIA
Insurance Corporation and National Public Finance Guarantee
Corporation. MBIA will also post on its Web site, under the section
“Selected Exposures,” certain information on the Company’s insured
portfolios as of June 30, 2016. The information will be posted as “MBIA
Corp.’s Structured Finance Insured Portfolio,” “MBIA Corp.’s Non-U.S.
Public Finance Insured Portfolio” and “National Public Finance Guarantee
Corporation’s Insured Portfolio.” Information on National Public
Finance Guarantee Corporation’s insured portfolio as of June 30, 2016
will also be posted on National Public Finance Guarantee Corporation’s
Web site, www.nationalpfg.com, under the selection “Insured
Portfolio.” Additional exposure information on certain credits insured
by National Public Finance Guarantee Corporation will be posted on
National Public Finance Guarantee Corporation’s Web site,
www.nationalpfg.com, under the selection “Selected Exposures.”
On or about August 9, 2016, MBIA will also post on its Web site,
www.mbia.com, under the section “Investor Relations – Investor
Inquiries/FAQs,” updated Frequently Asked Questions.
A copy of MBIA’s press release dated August 8, 2016 regarding the
election of Mr. Chin as a director is furnished as part of this Current
Report as Exhibit 99.2. The information in the press release is being
furnished, not filed, pursuant to Item 7.01 of Form 8-K. Accordingly,
the information in Exhibit 99.2 will not be incorporated by reference
into any registration statement filed by MBIA under the Securities Act
of 1933, as amended, unless specifically identified therein as being
incorporated by reference.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
99.1 Press Release issued by MBIA Inc., dated August 8, 2016, announcing
its results of operations for the quarter ended June 30, 2016.
99.2 Press Release issued by MBIA Inc., dated August 8, 2016, announcing
the election of Mr. Francis Y. Chin to the Board of Directors.
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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MBIA INC.
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By:
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/s/ Ram D. Wertheim
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Ram D. Wertheim
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Chief Legal Officer
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Date: August 8, 2016
EXHIBIT INDEX TO CURRENT REPORT ON FORM 8-K
Dated
August
8, 2016
99.1 Press Release issued by MBIA Inc., dated August 8, 2016,
announcing its results of operations for the quarter ended June 30,
2016.
99.2 Press Release issued by MBIA Inc., dated August 8, 2016, announcing
the election of Mr. Francis Y. Chin to the Board of Directors.
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