0001193125-15-353456.txt : 20151026 0001193125-15-353456.hdr.sgml : 20151026 20151026171710 ACCESSION NUMBER: 0001193125-15-353456 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20151023 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20151026 DATE AS OF CHANGE: 20151026 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CBRE GROUP, INC. CENTRAL INDEX KEY: 0001138118 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 943391143 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32205 FILM NUMBER: 151175666 BUSINESS ADDRESS: STREET 1: 400 SOUTH HOPE STREET STREET 2: 25TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-613-3333 MAIL ADDRESS: STREET 1: 400 SOUTH HOPE STREET STREET 2: 25TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER COMPANY: FORMER CONFORMED NAME: CB RICHARD ELLIS GROUP INC DATE OF NAME CHANGE: 20040217 FORMER COMPANY: FORMER CONFORMED NAME: CBRE HOLDING INC DATE OF NAME CHANGE: 20010411 8-K 1 d74703d8k.htm FORM 8-K Form 8-K

 

 

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): October 23, 2015

 

 

CBRE GROUP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-32205   94-3391143

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

400 South Hope Street, 25th Floor

Los Angeles, California

  90071
(Address of Principal Executive Offices)   (Zip Code)

(213) 613-3333

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(b))

 

¨ 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))

 

 

 


This Current Report on Form 8-K is filed by CBRE Group, Inc., a Delaware corporation (which we may refer to as “we”, “us”, “our” or the “Company”), in connection with the matters described herein:

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(d) On October 23, 2015, the Board of Directors of the Company (the “Board”) appointed Gerardo I. Lopez to the Board and the

Board’s Corporate Governance and Nominating Committee, effective October 23, 2015, to serve until the Company’s 2016 annual meeting of stockholders. There is no arrangement or understanding between Mr. Lopez and any other person pursuant to which Mr. Lopez was selected as a director, and Mr. Lopez has not participated in any “related-party transactions” with the Company as set forth in Item 404(a) of Regulation S-K. The Board has also determined that Mr. Lopez is “independent” as defined under New York Stock Exchange and Securities and Exchange Commission rules and guidance as well as under the Board’s Corporate Governance Guidelines and its Categorical Independence Standards.

Mr. Lopez will receive the Company’s standard compensation package for non-employee directors. We described this compensation package in our definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 1, 2015. He and the Company also entered into the Company’s standard form of Indemnification Agreement for members of its Board, which we previously filed as Exhibit 10.1 to, and described in, the Company’s Current Report on Form 8-K filed on December 8, 2009.

 

Item 7.01 Regulation FD Disclosure.

On October 26, 2015, the Company issued a press release announcing the appointment of Mr. Lopez to the Board. A copy of that press release is attached as Exhibit 99.1 hereto and incorporated by reference herein.

The information contained in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Financial Statements and Exhibits

 

(d) Exhibits

The exhibit listed below is being filed with this Current Report on Form 8-K:

 

Exhibit No.

  

Description

99.1    Press Release announcing the appointment of Gerardo I. Lopez as a Director of the Company, dated October 26, 2015.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: October 26, 2015     CBRE GROUP, INC.
    By:  

/s/ GIL BOROK

      Gil Borok
      Deputy Chief Financial Officer and Chief Accounting Officer
EX-99.1 2 d74703dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

 

LOGO

 

P  R  E  S  S    R  E  L  E  A  S  E    Corporate Headquarters
   400 South Hope Street
   25th Floor
   Los Angeles, CA 90071
   www.cbre.com

FOR IMMEDIATE RELEASE

For further information:

Steve Iaco

Senior Managing Director

Investor Relations & Corporate Communications

212.984.6535

CBRE GROUP ELECTS GERARDO LOPEZ TO BOARD OF DIRECTORS

Los Angeles, October 26, 2015 — CBRE Group, Inc. (NYSE:CBG) today announced that Gerardo (Gerry) Lopez has joined its Board of Directors. Mr. Lopez has been President and Chief Executive Officer of Extended Stay America, Inc., the largest owner/operator of company-branded hotels in North America, and its paired-share REIT, ESH Hospitality, Inc. (NYSE: STAY), since August 2015.

Prior to joining Extended Stay, Mr. Lopez served as President and Chief Executive Officer of AMC Entertainment Holdings, Inc. (NYSE: AMC), one of the nation’s leading theater operators with more than 350 locations, primarily in the U.S., for more than six years.

Mr. Lopez is one of 10 independent Directors that now comprise CBRE’s 11-member Board, and will serve on the Board’s Governance Committee.

“Gerry is an astute businessman whose wide-ranging background – including his experience in running global operations – will greatly benefit our Board,” said Ray Wirta, CBRE’s Chairman of the Board. “We welcome Gerry and look forward to his contributions to CBRE’s continued strong financial performance.”

Prior to AMC, Mr. Lopez led global consumer products for Starbucks Corporation (NASDAQ:SBUX) and held senior positions at Handleman Company and PepsiCo, Inc. (NYSE:PEP). He serves on the Board of Directors of Extended Stay America and Brinker International (NYSE:EAT). Mr. Lopez is a graduate of George Washington University and Harvard Business School.

“I am excited to join CBRE’s Board, especially as the company is well positioned for future growth, with a strong management team, well-developed strategy and leading global service offering,” said Mr. Lopez. “I am looking forward to working with my fellow Directors and senior management to help CBRE continue to realize its potential and to create additional shareholder value.”


CBRE Press Release

October 26, 2015

Page 2

 

About CBRE Group, Inc.

CBRE Group, Inc. (NYSE:CBG), a Fortune 500 and S&P 500 company headquartered in Los Angeles, is the world’s largest commercial real estate services and investment firm (in terms of 2014 revenue). The Company has more than 70,000 employees (excluding affiliates), and serves real estate owners, investors and occupiers through more than 400 offices (excluding affiliates) worldwide. CBRE offers strategic advice and execution for property sales and leasing; corporate services; property, facilities and project management; mortgage banking; appraisal and valuation; development services; investment management; and research and consulting. Please visit our website at www.cbre.com.

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