-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PwnFDTtYKCz1aLpvTPbL2Fuu29UPz2DoCOsVwxsDWtTNhfmD9mhvEp08GW2eXPbD tvtzpvlFKvFe1ijLF8Cyzg== 0000950123-10-056198.txt : 20100607 0000950123-10-056198.hdr.sgml : 20100607 20100607120302 ACCESSION NUMBER: 0000950123-10-056198 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100601 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20100607 DATE AS OF CHANGE: 20100607 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Fidelity National Financial, Inc. CENTRAL INDEX KEY: 0001331875 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 161725106 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32630 FILM NUMBER: 10880791 BUSINESS ADDRESS: STREET 1: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 BUSINESS PHONE: 904-854-8100 MAIL ADDRESS: STREET 1: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 FORMER COMPANY: FORMER CONFORMED NAME: Fidelity National Title Group, Inc. DATE OF NAME CHANGE: 20050630 8-K 1 g23696e8vk.htm FORM 8-K e8vk
 
 
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): June 1, 2010
 
FIDELITY NATIONAL FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
 
Commission File No. 001-32630
     
Delaware   16-1725106
(State or other jurisdiction of incorporation)   (IRS Employer Identification No.)
     
601 Riverside Avenue, Jacksonville, Florida   32204
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (904) 854-8100
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 (see General Instruction A.2. below):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   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.
     Effective June 1, 2010, Fidelity National Financial, Inc. (the “Company”) and George P. Scanlon entered into an Employment Agreement pursuant to which the Company will employ Mr. Scanlon to serve as Chief Operating Officer of the Company. The term of the Employment Agreement is three (3) years and is extended automatically for one (1) additional year on June 1, 2011 and for an additional year each anniversary thereafter unless either party gives written notice to the other not to extend the employment term at least two hundred seventy (270) days before such extension would be effectuated.
     During the term of the Employment Agreement, the Company agrees to pay Mr. Scanlon a base salary of no less than $500,000 per year. Mr. Scanlon will be eligible for an annual incentive bonus opportunity under the Company’s annual incentive plan for each calendar year included in the employment term, with such opportunity to be earned based upon attainment of performance objectives established by the board of directors of the Company or the compensation committee thereof. Mr. Scanlon’s target annual bonus under the annual bonus plan is 125% of the annual base salary, with a maximum of up to 250% of the annual base salary. For 2010, Mr. Scanlon’s annual bonus will be prorated based on the number of days between June 1, 2010 and December 31, 2010. Mr. Scanlon will also receive (i) a signing bonus of $75,000, and (ii) options to purchase 100,000 shares of common stock of the Company.
     Mr. Scanlon served as Corporate Executive Vice President, Finance of Fidelity National Information Services, Inc. (“FIS”) from October 2009 to June 1, 2010 and Executive Vice President and Chief Financial Officer of FIS from July 2008 to September 2009. Mr. Scanlon joined FIS in February 2008 as Executive Vice President, Finance. Mr. Scanlon previously served as Executive Vice President and Chief Financial Officer of Woodbridge Holdings Corporation (formerly known as Levitt Corporation) since August 2004 and Executive Vice President and Chief Financial Officer of BFC Financial Corporation since April 2007. Prior to joining Levitt, Mr. Scanlon was the Chief Financial Officer of Datacore Software Corporation, an independent software vendor, from December 2001 to August 2004. Mr. Scanlon is 52 years old.

 


 

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.
             
    FIDELITY NATIONAL FINANCIAL, INC.    
 
           
 
  By:
Name:
  /s/ Michael L. Gravelle
 
Michael L. Gravelle
   
 
  Title:   Executive Vice President, General Counsel and Corporate Secretary    
Date: June 7, 2010

 

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