-----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, OZNkeSULtXyRjONwjZo4+ZazF/Sfc8imvX7/b9AdZROy0rHiip6y8zPo38enMXyz qjSazs8KTna1eXC8EwvK+w== 0000005103-95-000097.txt : 19951027 0000005103-95-000097.hdr.sgml : 19951027 ACCESSION NUMBER: 0000005103-95-000097 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951026 ITEM INFORMATION: Other events FILED AS OF DATE: 19951026 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN GENERAL CORP /TX/ CENTRAL INDEX KEY: 0000005103 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 740483432 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07981 FILM NUMBER: 95584489 BUSINESS ADDRESS: STREET 1: 2929 ALLEN PKWY CITY: HOUSTON STATE: TX ZIP: 77019 BUSINESS PHONE: 7135221111 8-K 1 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 26, 1995 AMERICAN GENERAL CORPORATION (Exact name of registrant as specified in its charter) Texas 1-7981 74-0483432 (State or other (Commission File (IRS Employer jurisdiction of Number) Identification incorporation) Number) 2929 Allen Parkway, Houston, Texas 77019 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 522-1111 Item 5. Other Events. American General Corporation issued a press release on October 26, 1995 announcing the adoption by the company's Board of Directors of a plan of succession for the office of the chairman. Under the plan, Robert M. Devlin will succeed CEO Harold S. Hook in October 1996 and Mr. Hook will continue as chairman until the annual shareholders' meeting in 1997. In connection with the plan, the board also announced that Mr Devlin was named president, replacing James R. Tuerff who has taken early retirement and that Jon P. Newton as named vice chairman and director and will continue as the company's general counsel. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit Number 99 News release issued by American General Corporation on October 26, 1995. 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 thereunto duly authorized. AMERICAN GENERAL CORPORATION Dated: October 26, 1995 By: /s/ JON P. NEWTON Jon P. Newton Vice Chairman and General Counsel -2- EXHIBIT INDEX Exhibit Number Description 99 News release issued by American General Corporation on October 26, 1995. EX-99 2 NEWS RELEASE 95-19 Contact: Robert D. Mrlik or John E. Pluhowski Vice President Director-Corporate Investor Relations Communications (713) 831-1137 (713) 831-1149 FOR IMMEDIATE RELEASE AMERICAN GENERAL ANNOUNCES CEO SUCCESSION PLAN Houston, October 26, 1995 -- The Board of Directors of American General Corporation (NYSE - AGC) today announced the adoption of a plan of succession for long-time chairman and CEO Harold S. Hook. Under the plan, Robert M. Devlin, president, will succeed Mr. Hook as chief executive officer a year from now, in October 1996, and Mr. Hook will continue as chairman until the annual shareholders' meeting in 1997. Mr. Devlin will become only the fourth CEO since the company's founding in 1926. In connection with the plan, the board also announced a realignment in the office of the chairman. Mr. Devlin, formerly vice chairman, was named president, replacing James R. Tuerff who has taken early retirement and will be establishing a consulting practice. Jon P. Newton, formerly senior vice president and general counsel, was elected vice chairman and director, joining Messrs. Hook and Devlin in the office of the chairman. Mr. Newton will continue as the company's general counsel. In commenting on the announcement, Mr. Hook said, "Bob has had a distinguished career with American General and has demonstrated the qualities the board was looking for to lead the company into the next century." Mr. Hook, 64, joined American General in 1970 as president of an insurance subsidiary. He was elected president of the parent company in 1975 and chairman and CEO in 1978. A Chartered Life Underwriter (CLU), Mr. Hook holds two degrees - BS and MA - from the University of Missouri (Columbia). -more- Mr. Devlin, 54, joined American General in 1977 in an insurance subsidiary, and has served in a broad range of positions in the parent company and in operating subsidiaries. Prior to being elected as vice chairman in 1993, he served seven years as president and CEO of American General Life Insurance Company, headquartered in Houston. A Chartered Life Underwriter (CLU), he holds a BA degree in Economics from Tulane University. Mr. Newton, 54, joined the company in 1993 as senior vice president and general counsel, and prior to that time was a partner in the Austin law firm of Clark, Thomas, Winters & Newton. He holds two degrees - BA and JD - from The University of Texas. Earlier this year, he completed the Advanced Management Program at Harvard University. ***** American General is one of the nation's largest diversified financial services organizations with assets of $60 billion and shareholders' equity of $5.5 billion. Headquartered in Houston, it is a leading provider of retirement annuities, consumer loans, and life insurance to eight million households. American General Corporation common stock is listed on the New York, Pacific, London, and Swiss stock exchanges. ### Accompanying this news release are comments from Mr. Hook, in question- and-answer format, on the October 26, 1995 announcement of the board of directors. Supplement to: News Release 95-19, Dated October 26, 1995, Entitled: "AMERICAN GENERAL ANNOUNCES CEO SUCCESSION PLAN" The Board of Directors of American General Corporation today announced the adoption of a plan of succession for long-time chairman and CEO Harold S. Hook. Under the plan, Robert M. Devlin, president, will succeed Mr. Hook as chief executive officer a year from now, in October 1996, and Mr. Hook will continue as chairman until the annual shareholders' meeting in 1997. Below, in question-and-answer format, are comments from Mr. Hook, regarding the succession plan and related issues. 1. Q. Why is the succession plan being announced at this time? A. The board reached its decision following an active two-year selection process. In view of my long service as CEO, the board and I decided that one year was the appropriate period for an orderly transition. 2. Q. What is the office of the chairman? A. At American General, it is the organizational unit to which all subsidiary CEOs and parent company senior officers report, and its members function both individually and as a team. 3. Q. What is the ranking in the office of the chairman? A. Although the working relationship is collegial in nature, in situations where rank is an issue, the order will be Hook, Devlin and Newton. 4. Q. Will the succession plan have an impact on the way the office of the chairman operates between now and October 1996? A. The normal operation of the office of the chairman provides ample opportunity for the succession transition. 5. Q. What will your responsibilities be after October 1996? A. That would be up to the board and the new CEO. However, I have previously agreed with the board to continue as chairman until the annual shareholders' meeting in 1997. 6. Q. Will you be continuing on the board after retirement? A. Under our current bylaws, as a former chief executive officer, I would be eligible to serve an additional five years. However, I do not plan to stand for election in 1997. 7. Q. How many senior officers will reach normal retirement age in the next seven years? A. Out of the top 18 senior officers in the parent and operating subsidiaries, only three will reach the normal retirement age of 65 in the next seven years. -----END PRIVACY-ENHANCED MESSAGE-----