Current Report Filing (8-k)
December 03 2018 - 4:33PM
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
t
he Securities Exchange Act of 1934
Date of
report: November 30, 2018
(Date
of earliest event reported)
E*TRADE
Financial Corporation
(Exact
name of Registrant as Specified in its Charter)
Delaware
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1-11921
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94-2844166
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(State or other jurisdiction
of incorporation or
organization)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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11 Times Square, New York, New York 10036
(Address of
Principal Executive Offices and Zip Code)
(646) 521-4300
(Registrant’s Telephone Number, including Area
Code)
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))
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
⃞
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.
⃞
Item 5.02
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
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E*TRADE Financial Corporation (the “Company”) issued a press release
announcing certain leadership changes effective as of December 3, 2018
(the “Effective Date”). In connection with those changes, Chad Turner
has been appointed as the Company’s Chief Financial Officer. With Mr.
Turner’s appointment, Chief Operating Officer, Mike Pizzi, will expand
his role to include oversight of the technology organization in addition
to finance, operations, and enterprise business services.
Prior to his appointment as Chief Financial Officer of the Company, Mr.
Turner, age 47, oversaw the Company’s forecasting and performance
analysis functions that drive the Company’s strategic direction. Prior
to this role, Mr. Turner served as the Company’s Vice President,
Accounting, with experience in all areas of finance including
acquisition integration, risk management, modeling, and due diligence.
Prior to starting his tenure with the Company in 2004, Mr. Turner served
as Controller for Verestar, Inc., where he oversaw worldwide accounting,
reporting, tax, and treasury functions with responsibility for all
financial audit requirements and technical research. He started his
career in public accounting at Arthur Andersen, and earned his Bachelor
of Science degree in accounting from Georgetown University. He holds a
Certified Public Accounting designation.
In connection with his appointment as the Company’s Chief Financial
Officer, as of the Effective Date, Mr. Turner’s annual base salary will
be $500,000, his annual cash performance bonus target for 2019 will be
$550,000 and his annual equity performance bonus target for 2019 will be
$1,050,000 in the form of restricted stock units (“RSU”).
There are no arrangements or understandings between Mr. Turner and any
other persons pursuant to which he was selected as Chief Financial
Officer. There are also no family relationships between Mr. Turner and
any director or executive officer of the Company, and he has no direct
or indirect material interest in any transaction required to be
disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with Mr. Pizzi’s expanded role, as of January 1, 2019, Mr.
Pizzi’s base salary will be $700,000, his annual cash performance bonus
target for 2019 will be $1,600,000 and his annual equity performance
bonus target for 2019 will be $2,700,000; 50% of which will be in the
form of RSUs and 50% in the form of performance share units.
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.
Dated:
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December 3, 2018
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E*TRADE FINANCIAL CORPORATION
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By:
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/s/ Lori S. Sher
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Name:
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Lori S. Sher
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Title:
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Corporate Secretary
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