Business Context and Reporting Period
This Form 8-K filing by Evercore Partners Inc. (Evercore) reports corporate governance changes effective April 24, 2017. The report details the departure of two directors and the appointment of a new director to the Board.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on personnel changes and director compensation arrangements.
Material Changes
- Director Departures: Curt Hessler and Francois de Saint Phalle informed the Board of their decision not to stand for re-election and will retire at the 2017 annual meeting of stockholders.
- Director Appointment: Sir Simon M. Robertson was appointed as a director with a term expiring at the 2017 annual meeting. He was also appointed to the Nominating and Corporate Governance Committee and the Compensation Committee.
- Board Composition: The Board size temporarily increased from ten to eleven directors upon Sir Simon's appointment. It is scheduled to decrease to nine directors following the retirements of Messrs. Hessler and de Saint Phalle.
Guidance, Outlook, and Compensation
There is no financial guidance, outlook, or discussion of risks and contingencies in this filing. Regarding compensation, Sir Simon M. Robertson received a one-time award of restricted stock units (RSUs) valued at $50,000, which generally vests on the second anniversary of the grant date. He will also receive the standard non-management director compensation arrangement.
Investor Verification Checklist
- Confirm the final composition of the Board of Directors following the 2017 annual meeting.
- Review the specific terms of the standard non-management director compensation arrangement applicable to Sir Simon M. Robertson.
- Verify the vesting schedule and tax withholding implications for the $50,000 RSU grant.