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): December 17, 2013
REINSURANCE GROUP OF AMERICA, INCORPORATED
(Exact Name of Registrant as Specified in its Charter)
| Missouri | 1-11848 | 43-1627032 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
1370 Timberlake Manor Parkway, Chesterfield, Missouri 63017
(Address of Principal Executive Office)
Registrant’s telephone number, including area code: (636) 736-7000
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):
| ¨ | 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 17, 2013, Reinsurance Group of America, Incorporated (the “Company”) issued a press release (the “Press Release”) announcing that Christine Detrick and Joyce Phillips were appointed to the Company’s Board of Directors (the “Board”), effective January 1, 2014, for terms of office ending May 21, 2014, or until their successors are duly elected and qualified. The addition of Ms. Detrick and Ms. Phillips increases the size of the Board to ten directors.
Ms. Detrick, 55, served as a Director and Head, Americas Leader, Financial Services Practice, and Senior Advisor of Bain & Company, Inc. from 2002 until 2012. She will serve on the Audit Committee and the Nominating & Governance Committee of the Board.
Ms. Phillips, 51, is Chief Executive Officer Global Wealth, Group Managing Director Marketing and Innovation, and Management Board member at Australia and New Zealand Banking Group Limited (ANZ). She will serve on the Compensation Committee and the Nominating & Governance Committee of the Board.
The Company is not aware of any transactions, proposed transactions, or series of either to which the Company or any of its subsidiaries was or is to be a participant since January 1, 2012, in which the amount involved exceeds $120,000 and in which Ms. Detrick or Ms. Phillips had, or will have, a direct or indirect material interest.
Item 8.01 Other Events.
Effective January 1, 2014 the committees of the Board will consist of the following directors:
| • | Audit Committee: William Bartlett (Chairman), Arnoud Boot, John Danahy and Christine Detrick |
| • | Compensation Committee: John Danahy (Chairman), Cliff Eason, Joyce Phillips, Fred Sievert and Stan Tulin |
| • | Finance, Investment and Risk Management Committee: Alan Henderson (Chairman), William Bartlett, Arnoud Boot, Stan Tulin and Greig Woodring |
| • | Nominating & Governance Committee: Fred Sievert (Chairman), Christine Detrick, Cliff Eason, Alan Henderson and Joyce Phillips |
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits. |
| Exhibit No. |
Exhibit | |
| 99.1 | Press Release of Reinsurance Group of America, Incorporated dated December 17, 2013 |
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.
| REINSURANCE GROUP OF AMERICA, INCORPORATED | ||||||
| Date: December 18, 2013 | By: | /s/ Jack B. Lay | ||||
| Jack B. Lay | ||||||
| Senior Executive Vice President and Chief | ||||||
| Financial Officer | ||||||
EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Press Release dated December 17, 2013 | |
Exhibit 99.1
| Reinsurance Group of America, Incorporated |
|
1370 Timberlake Manor Parkway, Chesterfield, Missouri 63017-6039
Press Release
RGA Appoints Two New Members to Board of Directors
ST. LOUIS, December 17, 2013 – Reinsurance Group of America, Incorporated (NYSE: RGA) today announced the appointments of Christine Detrick, former Director and Head of Americas Financial Services Practice of Bain & Company, Inc., and Joyce Phillips, Chief Executive Officer, Global Wealth, Australia and New Zealand Banking Group Limited (ANZ), to its Board of Directors, effective January 1, 2014. As independent directors, Detrick will serve on the Audit Committee and Nominating & Governance Committee and Phillips will serve on the Compensation Committee and Nominating & Governance Committee.
“I am extremely pleased to welcome Christine and Joyce to our Board,” said President and Chief Executive Officer Greig Woodring. “We look forward to benefitting from their significant experience in the insurance and financial services industry, as we explore new opportunities and develop existing strategies to advance RGA’s growth in the years ahead.”
“Over the past few years, we have gradually added several members to our board to provide new perspectives from various disciplines within the financial services sector,” said Chairman of the Board of Directors J. Cliff Eason. “RGA’s Board is confident that the addition of these two highly regarded industry leaders will yield new insights and provide highly valuable perspective to the company’s strategies and initiatives.”
RGA’s Board of Directors had nine members at the time of the company’s most-recent annual meeting on May 15, 2013. The addition of Detrick and Phillips increases the number of Directors to 10, following the retirement of Rachel Lomax from the Board on May 15, 2013.
Detrick brings more than 30 years’ experience gained from leadership roles at several leading insurance, banking and private consulting services companies. From 2002 to 2012, Detrick served as a Director, Americas Leader, Financial Services Practice, and Senior Advisor of Bain & Company, Inc., one of the world’s leading management consulting firms.
Before joining Bain, Detrick served for 10 years at A.T. Kearney, Inc., including as Leader, Eastern U.S. Profit Center and Global Leader, Financial Institutions Group. Prior to those roles, she was a founding partner of First Financial Partners, a venture capital firm specializing in savings and loan institutions, from 1988 to 1992 and served as the Chief Executive Officer, St. Louis Bank for Savings. Detrick currently serves on the board of Forethought Financial Group, Inc., a private life insurance carrier.
The security of experience. The power of innovation. www.rgare.com
Phillips is Chief Executive Officer Global Wealth, Group Managing Director Marketing and Innovation, and Management Board member at ANZ, a top 20 bank globally with market capitalization of approximately US$77 billion. During her career of more than 25 years, Phillips has held a number of senior roles in banking and financial services with global and regional responsibilities.
Prior to joining ANZ in 2009, Phillips was President and Chief Operating Officer at American Life Insurance Company (ALICO) a subsidiary of American International Group, Inc. (AIG) which had operations in 55 countries. She joined ALICO from Citigroup, where she was head of International Retail Banking, responsible for strengthening product distribution and expansion in Citigroup’s global retail banking franchise in 42 countries. Her previous roles include various senior positions in Citigroup Japan and GE Capital.
About RGA
Reinsurance Group of America, Incorporated (NYSE: RGA) is among the largest global providers of life reinsurance, with operations in Australia, Barbados, Bermuda, Canada, China, France, Germany, Hong Kong, India, Ireland, Italy, Japan, Malaysia, Mexico, the Netherlands, New Zealand, Poland, Singapore, South Africa, South Korea, Spain, Taiwan, Turkey, the United Arab Emirates, the United Kingdom, and the United States. Worldwide, RGA has approximately $2.9 trillion of life reinsurance in force and assets of $39.5 billion.
For further information, please contact:
Sally Smith
Vice President, Corporate Communications
T +1.636.736.8167
F +1.636.736.8567
ssmith@rgare.com
Source: Reinsurance Group of America, Incorporated
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