UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): July 28, 2016
TD Ameritrade Holding Corporation
(Exact name of registrant as specified in its charter)
Delaware | 1-35509 | 82-0543156 | ||||||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
200 South 108th Avenue Omaha, Nebraska |
68154 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (402) 331-7856
(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. |
Marvin W. Adams, the chief operating officer of TD Ameritrade Holding Corporation, has resigned, effective December 1, 2016. Until December 1, 2016, Mr. Adams will serve as a special advisor to Tim Hockey. TD Ameritrade has reorganized its reporting structure by eliminating the position of chief operating officer.
In connection with his resignation and in accordance with the terms of his restricted stock unit (RSU) award agreements as previously granted, which have a current market value of approximately $7.5 million, Mr. Adams will be entitled to receive accelerated vesting of all unvested RSUs on December 1, 2016. He will also receive continued payment of monthly rental allowance until April 2017 and continued health benefits pursuant to COBRA continuation coverage for Mr. Adams and any eligible dependents, with TD Ameritrade paying the employer portion of any premiums for continued health benefits under any group medical or dental plan until six months following his resignation.
TD Ameritrade and Mr. Adams will enter into customary agreements covering non-competition, non-solicitation, mutual non-disparagement and confidentiality, as well as a standard release in favor of TD Ameritrade.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. |
Exhibit | |
99.1 | Press Release dated August 2, 2016 |
2
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.
TD AMERITRADE HOLDING CORPORATION | ||||||||
Date: August 2, 2016 | By: | /s/ Ellen L.S. Koplow | ||||||
Name: Title: |
Ellen L.S. Koplow Executive Vice President, General Counsel |
Exhibit 99.1
At the Company | ||
Kim Hillyer | Jeff Goeser | |
Director, Communications | Director, Investor Relations and Finance | |
(402) 206-1014 | (402) 597-8464 | |
kim.hillyer@tdameritrade.com | jeffrey.goeser@tdameritrade.com |
TD Ameritrade Announces Changes to its Leadership Structure
OMAHA, Neb., Aug. 2, 2016 TD Ameritrade Holding Corporation (Nasdaq: AMTD) today announced that Marv Adams has decided to resign from his position as executive vice president and chief operating officer (COO). He will serve in an advisory capacity for the next several months, reporting to Tim Hockey, TD Ameritrade president and CEO-elect, before leaving the company on Dec. 1, 2016.
The company has chosen to not replace Adams and will instead streamline its organizational structure to better align with its future strategic goals and objectives. In doing so, it is eliminating the COO position and realigning departments within existing business units.
Since he joined TD Ameritrade in 2011, Marv Adams has helped create a culture of continuous improvement, making us more agile and simplifying the way we work, Hockey said. He has strengthened the stability and capacity of our systems and enhanced operational efficiency. We are grateful to him for all that hes done for our employees, and for TD Ameritrade, and we wish him the best in his next endeavors.
Source: TD Ameritrade Holding Corporation
About TD Ameritrade Holding Corporation
Millions of investors and independent registered investment advisors (RIAs) have turned to TD Ameritrades (Nasdaq: AMTD) technology, people and education to help make investing and trading easier to understand and do. Online or over the phone. In a branch or with an independent RIA. First-timer or sophisticated trader. Our clients want to take control, and we help them decide how - bringing Wall Street to Main Street for more than 40 years. An official sponsor of the 2016 U.S. Olympic Team, as well as an official sponsor of the National Football League, TD Ameritrade has time and again been recognized as a leader in investment services. Please visit TD Ameritrades newsroom or www.amtd.com for more information, or read our stories at http://freshaccounts.amtd.com.
Brokerage services provided by TD Ameritrade, Inc., member FINRA (www.FINRA.org) /SIPC (www.SIPC.org).
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