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 10, 2021

Lazard Ltd

(Exact name of registrant as specified in its charter)

Bermuda

(State or other jurisdiction of incorporation)

001-32492	98-0437848
(Commission File Number)	(IRS Employer Identification No.)

Clarendon House, 2 Church Street, Hamilton, Bermuda	HM 11
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code 441-295-1422

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 (seeGeneral 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock	LAZ	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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

On October 10, 2021, the Board of Directors (the “Board”) of Lazard Ltd (the “Company”) elected William M. Lewis, Jr. to join the Board, effective April 29, 2022. The Company issued a press release on October 12, 2021 announcing the election of Mr. Lewis, a copy of which is attached as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference. Upon joining the Board, Mr. Lewis will receive compensation pursuant to the Company’s directors’ compensation program for non-executive directors, the terms of which are described in Item 1 of the Company’s Definitive Proxy Statement on Schedule 14A filed on March 16, 2021 (the “2021 Proxy Statement”) and are incorporated herein by reference.

Mr. Lewis currently serves as a Managing Director of the Company and receives cash and equity-based compensation for such services. He is also currently eligible to participate in the employee benefit plans available to U.S. Managing Directors. Following Mr. Lewis’s retirement from the Company on November 12, 2021, Mr. Lewis has the opportunity to retain his outstanding equity-based awards in accordance with the Company’s Deferred Compensation Retirement Policy, the terms of which are described in Item 2 of the Company’s 2021 Proxy Statement and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.    The following exhibits are filed or furnished as part of this Report on Form 8-K:

Exhibit Number	Description of Exhibit
99.1	Press Release issued on October 12, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
99.1	Press Release issued on October 12, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

LAZARD LTD
(Registrant)
By:	/s/ Scott D. Hoffman
Name:	Scott D. Hoffman
Title:	Chief Administrative Officer and General Counsel

Dated: October 12, 2021

EX-99.1

Exhibit 99.1

WILLIAM M. LEWIS, JR. TO JOIN LAZARD BOARD OF DIRECTORS

- Retires as a Managing Director

and Chairman of Lazard’s Investment Banking Business -

NEW YORK, October 12, 2021 – Lazard Ltd (NYSE: LAZ) announced today that William M. (“Bill”) Lewis, Jr. will join its Board of Directors, effective April 29, 2022, and that he has decided to retire from the firm, effective November 12. Mr. Lewis has been with Lazard as a Managing Director for 17 years, and most recently was Chairman of Investment Banking. As of November 15, he plans to join Apollo Global Management as a Senior Partner and member of its Management Committee.

“Bill is an iconic investment banker and trusted advisor to many of the world’s most important CEOs and boards,” said Kenneth M. Jacobs, Chairman and Chief Executive Officer of Lazard. “He has been our valued partner at Lazard, and we are looking forward to continuing to benefit from his sage advice and stewardship as a member of our Board of Directors.”

Mr. Lewis joined Lazard in 2004 and most recently served as a Managing Director and Chairman of Investment Banking, where he advised global corporations on corporate and financial matters, including leveraged buyouts and other M&A activity. Previously, Mr. Lewis spent 24 years with Morgan Stanley in a variety of leadership roles. In 1989, he became Morgan Stanley’s first African-American Managing Director.

Mr. Lewis earned his undergraduate degree and MBA from Harvard University, and today serves as a member of the Harvard Management Company, which is responsible for the university’s $42 billion endowment. He also serves on the boards of a number of nonprofit organizations including Uncommon Schools, New York Presbyterian Hospital, the New York City Police Foundation, The Posse Foundation, The City Fund and the National Constitution Center. In addition to his nonprofit work, Mr. Lewis serves on the board of Ariel Alternatives, LLC.

About Lazard

Lazard, one of the world’s preeminent financial advisory and asset management firms, operates from 41 cities across 26 countries in North America, Europe, Asia, Australia, Central and South America. With origins dating to 1848, the firm provides advice on mergers and acquisitions, strategic matters, restructuring and capital structure, capital raising and corporate finance, as well as asset management services to corporations, partnerships, institutions, governments and individuals. For more information on Lazard, please visit www.lazard.com. Follow Lazard at @Lazard.

LAZ-CPE

###

Media contacts:	Investor contact:
Judi Frost Mackey, +1 212 632 1428	Alexandra Deignan, +1 212 632 6886
judi.mackey@lazard.com	alexandra.deignan@lazard.com
Clare Pickett, +1 212 632 6963
clare.pickett@lazard.com

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Document and Entity Information	Oct. 10, 2021
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001311370
Document Type	8-K
Document Period End Date	Oct. 10, 2021
Entity Registrant Name	Lazard Ltd
Entity Incorporation State Country Code	D0
Entity File Number	001-32492
Entity Tax Identification Number	98-0437848
Entity Address, Address Line One	Clarendon House
Entity Address, Address Line Two	2 Church Street
Entity Address, Address Line Three	2 Church Street
Entity Address, City or Town	Hamilton
Entity Address, Country	BM
Entity Address, Postal Zip Code	HM 11
City Area Code	441
Local Phone Number	295-1422
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Class A Common Stock
Trading Symbol	LAZ
Security Exchange Name	NYSE
Entity Emerging Growth Company	false