Current Report Filing (8-k)
August 06 2018 - 9:56AM
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 6, 2018
AMERICAN
INTERNATIONAL GROUP, INC.
(Exact name of registrant as specified in
its charter)
Delaware
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1-8787
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13-2592361
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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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175 Water Street
New York, New York 10038
(Address of principal executive offices)
Registrant’s telephone number, including
area code:
(212) 770-7000
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 (
see
General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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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.
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Section 5
— Corporate Governance and Management
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On August 6, 2018, American
International Group, Inc. (“AIG”) announced the appointment of Jonathan Wismer as Deputy Chief Financial Officer
and Chief Accounting Officer. Mr. Wismer will succeed Elias Habayeb as AIG’s principal accounting officer, effective
immediately. Mr. Habayeb was appointed Chief Financial Officer for General Insurance in May 2018. A copy of the press release
announcing these changes is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by
reference herein.
Mr. Wismer, 46, was most recently at Zurich
Insurance Group from February 2015 to May 2018, serving as Group Controller until October 2017. Prior to joining Zurich, Mr. Wismer
spent nine years at Liberty Mutual Group, serving as Senior Vice President & Chief Financial Officer, Liberty International,
from January 2011 to January 2015.
In connection with Mr. Wismer’s appointment,
AIG established Mr. Wismer’s initial compensation, which will consist of an annual base salary of $600,000, target short-term
incentive compensation of $600,000 (prorated for 2018 based on the number of months served) and target long-term incentive compensation
of $800,000. His long-term incentive award is subject to the terms and conditions of AIG’s Long Term Incentive Plan and is
consistent with AIG’s compensation program for other employees at his level. Any bonus, equity or equity-based award or other
incentive compensation granted to Mr. Wismer is subject to the AIG Clawback Policy (and any other AIG clawback policies as may
be in effect from time to time). Mr. Wismer will be entitled to severance in accordance with AIG’s Executive Severance Plan.
In connection with his appointment, Mr. Wismer also entered into a non-solicitation and non-disclosure agreement.
There are no arrangements or understandings
between Mr. Wismer and any other persons pursuant to which he was selected as an officer. Mr. Wismer has no direct or indirect
material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Section 9 — Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
EXHIBIT INDEX
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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AMERICAN
INTERNATIONAL GROUP, INC.
(Registrant)
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Date: August 6, 2018
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By:
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/s/ James J. Killerlane III
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Name: James J. Killerlane III
Title: Associate General Counsel and Assistant Secretary
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