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): January 7, 2016

Triple-S Management Corporation
__________________________________________
(Exact name of registrant as specified in its charter)

Puerto Rico	000-49762	66-0555678
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
1441 F.D. Roosevelt Avenue, San Juan, Puerto Rico		00920
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 787-749-4949

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))

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

(b) On January 8, 2016, Triple-S Management Corporation (the "Company") announced the departure of Amílcar L. Jordán, its Vice President of Finance and Chief Financial Officer. As disclosed below, effective January 11, 2016, he will be succeeded by Juan J. Román-Jiménez. Mr. Jordán leaves the Company to pursue other opportunities. He will assist with the transition of his duties to Mr. Román-Jiménez until the end of January 2016. No irregularities were involved with Mr. Jordán’s departure.

On January 8, 2016, the Company also announced the departure of Pablo Almodóvar-Scalley, the President and Chief Executive Officer of Triple-S Salud, Inc. ("Triple-S Salud"), the Company’s operating subsidiary responsible for its Medicaid and Commercial businesses. As disclosed below, effective January 11, 2016, he will be succeeded by Madeline Hernández-Urquiza. Mr. Almodóvar-Scalley leaves Triple-S Salud to pursue other opportunities. He will assist with the transition of his duties to Mrs. Hernández-Urquiza until the end of January 2016. No irregularities were involved with Mr. Almodovar-Scalley’s departure.

(c) On January 8, 2016, the Company announced the appointment of Juan J. Román-Jiménez as successor to the office of the Chief Financial Officer of the Company, effective January 11, 2016. As Executive Vice-President and Chief Financial Officer of the Company, Mr. Román-Jimenez will receive a base salary of $500,000 per year and fringe benefits, including health care, life insurance and disability benefits, and other perquisites, at the same level as the Company’s other senior executive officers. He will also be eligible to receive the following: (i) an annual short term bonus of up to 50% of his annual base salary, at the discretion of the Company’s Board of Directors and subject to compliance with his performance objectives and the Company’s financial results, and (ii) long term incentive compensation of up to 150% of his annual base salary pursuant to applicable Company guidelines and subject to the discretion of the Company’s Board of Directors.

Mr. Román-Jiménez, age 50, was Executive Vice President and Chief Financial Officer of EVERTEC, Inc., a leading full-service transaction processing company in Latin America and a New York Stock Exchange listed company, from April 2012 to August 2015 and EVERTEC Group’s Executive Vice President and Chief Financial Officer from August 2011 to March 2012. Before joining EVERTEC, Inc., Mr. Román-Jiménez served as Vice President of Finance and Chief Financial Officer of the Company from 2002 to 2011. From 1996 to 2002, Mr. Román-Jiménez held numerous positions with the Company and its subsidiaries. Mr. Román-Jiménez is a Certified Public Accountant, a Chartered Global Management Accountant, and a member of the Puerto Rico Society of Certified Public Accountants and the American Institute of Certified Public Accountants.

Item 8.01 Other Events.

On January 8, 2016, the Company announced the appointment of Madeline Hernández-Urquiza, as President of Triple-S Salud, Inc., the Company’s operating subsidiary responsible for its Medicaid and Commercial businesses, effective January 11, 2016. Since September 2014, Mrs. Hernandez-Urquizia has presided over the operations of Triple-S Advantage, Inc., the Company’s Medicare Advantage operating subsidiary. As a result of this appointment, Mrs. Hernández-Urquiza will preside over the Company's two managed care subsidiaries. Ms. Hernández-Urquiza is a Certified Public Accountant and a member of the Puerto Rico Society of Certified Public Accountants and the American Institute of Certified Public Accountants.

The Company also announced the appointment of Carlos L. Rodríguez Ramos, Esq. as General Counsel of the Company, effective January 11, 2016. Mr. Rodríguez-Ramos has been serving as the Acting General Counsel of the Company since December 2013.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

99.1 Press release of the Company, dated January 8, 2016, announcing management changes.

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.

	Triple-S Management Corporation
January 8, 2016	By:	/s/ Roberto García-Rodríguez
		Name: Roberto García-Rodríguez
		Title: President & Chief Executive Officer

Exhibit Index

Exhibit No.	Description
99.1	Press release of the Company, dated January 8, 2016, announcing management changes

EX-99.1

EXHIBIT 99.1

	Triple-S Management Corporation 1441 F.D. Roosevelt Ave. San Juan, PR 00920 www.triplesmanagement.com
FOR FURTHER INFORMATION:
AT THE COMPANY:	INVESTOR RELATIONS:
Roberto García-Rodríguez Chief Executive Officer (787) 749-4949	Kathy Waller AllWays Communicate, LLC (312) 543-6708

 

 
Triple-S Management Corporation Announces Management Changes
 

SAN JUAN, Puerto Rico, January 8, 2016 – Triple-S Management Corporation (NYSE:GTS), one of the leading managed care companies in Puerto Rico, today announced several changes in its executive staff. With the retirement of Ramón Ruiz-Comas, which was initially disclosed in mid-May, Mr. Roberto García-Rodríguez has assumed the role of Chief Executive Officer. Mr. García-Rodríguez joined Triple-S in 2008 and has held positions of increasing responsibility and scope, including General Counsel, Corporate Secretary, and Chief Operating Officer. As COO, he reported directly to Mr. Ruiz-Comas, overseeing all operational matters and spearheading the Company’s ongoing, multi-year strategic transformation. As part of this transformation, effective January 11, 2016:  

• Madeline Hernández-Urquiza, who as President of the Company’s Medicare Advantage operating subsidiary has been instrumental in the successful reorganization of that business, will preside over the company’s two managed care units, with responsibility for the Medicare Advantage, Commercial, and Medicaid businesses. Ms. Hernández-Urquiza has held numerous positions in finance and operations at Triple-S, including Chief Risk Officer for the Commercial and Medicaid businesses as well as Executive Vice President and Vice President of Finance for the Medicaid business, over a 12 year span. She also held several leadership positions, including President and Chief Operating Officer, at a major competitor in the Puerto Rico managed care segment over a five-year period. With this appointment, the Company aims to further advance common strategies, improve operational efficiencies, and attain functional excellence within this market segment. Pablo Almodovar, who currently heads the Commercial and Medicaid businesses, will be leaving the Company to pursue other opportunities. He will assist with the transition of his duties to Ms. Hernández-Urquiza until the end of January.

• Juan Jose Román-Jiménez will rejoin the company as Chief Financial Officer. Mr. Román-Jiménez was the company’s Chief Financial Officer for close to a decade. He was part of the team that engineered Triple-S’ transition from a non-profit entity to a for-profit corporation, the company’s initial public offering, and three key acquisitions. He left Triple-S in July 2011 to help take EVERTEC, Inc. (NYSE: EVTC) public in April 2013. EVERTEC is a leading full-service transaction processing company in Latin America. The company’s current CFO, Amílcar Jordán, will be leaving the Company to pursue other opportunities. He will assist with the transition of his duties to Mr. Román-Jiménez until the end of January.

• Finally, Carlos L. Rodríguez Ramos, who has been serving as General Counsel on an interim basis since December 2013, will permanently fill this position.

Mr. García-Rodríguez said, “We would like to thank Messrs. Jordán and Almodovar for their dedicated service and contribution to the company over the years. We wish them success in their future endeavors. The management changes announced today reflect the next step in our strategic transformation, which is designed to strengthen and streamline our organization. We have been thoughtful, forward thinking and decisive throughout this process, and continue positioning Triple-S to capitalize on opportunities for growth over the coming years in a rapidly changing healthcare environment.”  

About Triple-S Management Corporation  

Triple-S Management Corporation is an independent licensee of the Blue Cross Blue Shield Association. It is one of the leading players in the managed care industry in Puerto Rico. Triple-S Management has the exclusive right to use the Blue Cross Blue Shield name and mark throughout Puerto Rico, the U.S. Virgin Islands, and Costa Rica. With more than 50 years of experience in the industry, Triple-S Management offers a broad portfolio of managed care and related products in the Commercial and Medicare Advantage markets under the Blue Cross Blue Shield marks. In addition to its managed care business, Triple-S Management provides non-Blue Cross Blue Shield branded life and property and casualty insurance in Puerto Rico.

For more information about Triple-S Management, visit www.triplesmanagement.com or contact kwaller@allwayscommunicate.com.

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