-----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, Hg51p7BdSNjIeDm+9NkyGrOj6KZ0avHGp9aLrGdIsyrjGJxNDEgWood4HplBhFIo yBbonab0ytWF3NyxiSDERg== 0000062709-10-000002.txt : 20100120 0000062709-10-000002.hdr.sgml : 20100120 20100120093708 ACCESSION NUMBER: 0000062709-10-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20100120 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100120 DATE AS OF CHANGE: 20100120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN COMPANIES, INC. CENTRAL INDEX KEY: 0000062709 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 362668272 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05998 FILM NUMBER: 10534945 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2123455000 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: MARSH & MCLENNAN COMPANIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MARLENNAN CORP DATE OF NAME CHANGE: 19760505 8-K 1 f8kjan20-2010hanway.htm CURRENT REPORT

 

 

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 20, 2010

 

 

 

Marsh & McLennan Companies, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware

1-5998

36-2668272

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

1166 Avenue of the Americas, New York, NY                                                                   10036

 

(Address of Principal Executive Offices)

   (Zip Code)

 

 

Registrant’s telephone number, including area code

(212) 345-5000

 

 

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:

 

 

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

 

On January 20, 2010 the board of directors (the “Board”) of Marsh & McLennan Companies, Inc. (“MMC”) elected H. Edward Hanway to the Board, effective immediately. Mr. Hanway, 57, served as Chairman and Chief Executive Officer of CIGNA Corporation from 2000 to the end of 2009.

 

The Board has determined that Mr. Hanway is an independent director for purposes of the New York Stock Exchange listed company standards and the independence standards set forth in MMC’s guidelines for corporate governance. The Board has appointed Mr. Hanway to serve on its audit and corporate responsibility committees.

 

As a non-management director, Mr. Hanway will be compensated as described under “Board of Directors and Committees – Director Compensation” in MMC’s proxy statement relating to its 2009 annual meeting of stockholders.

 

A copy of MMC’s press release, dated January 20, 2010, announcing Mr. Hanway’s election is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

 

Item 9.01

Financial Statements and Exhibits

 

(d)

Exhibits

 

99.1

Press release issued by Marsh & McLennan Companies, Inc. on January 20, 2010.

 

 

2

 


 

 

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.

 

 

MARSH & McLENNAN COMPANIES, INC.

 

 

By:

/s/ Luciana Fato

 

 

Name:

Luciana Fato

 

Title:

Deputy General Counsel &

Corporate Secretary

 

 

Date:

January 20, 2010

 

 

3

 


 

 

EXHIBIT INDEX

 

Exhibit No.

Exhibit

 

 

99.1

Press release issued by Marsh & McLennan Companies, Inc. on January 20, 2010.

 

 

 

4

 

 

EX-99 2 ex99hanway1-2010.htm NEWS RELEASE - BOARD ELECTION

 


 

 

 

 

Exhibit 99.1

 

News Release

 

 

 

H. EDWARD HANWAY ELECTED TO MMC BOARD OF DIRECTORS

 

 

NEW YORK, January 20, 2010 – Marsh & McLennan Companies, Inc. (MMC) announced today that its Board of Directors has elected H. Edward Hanway as a Director, effective immediately.

 

Mr. Hanway, 57, served as Chairman and CEO of CIGNA Corporation from 2000 to the end of 2009. From 1999 to 2000, he served as President and Chief Operating Officer of CIGNA. From 1996 to 1999, he was President of CIGNA HealthCare, and from 1989 to 1996 was President of CIGNA International. Previously, Mr. Hanway was with the Insurance Company of North America (INA), a CIGNA predecessor company, and was appointed to management and executive roles of increasing responsibility through the merger in 1982 of INA and Connecticut General, which formed CIGNA.

 

“We are delighted that Ed is joining us,” said Stephen R. Hardis, Chairman of MMC’s Board of Directors. “His extensive insurance industry experience – as well as his significant efforts to improve the quality, accessibility and affordability of health care in the United States – make Ed an exceptional addition to the Board. We look forward to his contributions in 2010 and beyond.”

 


 

 

Mr. Hanway serves on the Board of Directors of the Alliance for Health Reform and is a former member of the Board of Directors of America’s Health Insurance Plans (AHIP). He is also a past Chairman of the Council on Affordable Quality Healthcare (CAQH), and has been active in a wide range of issues and initiatives associated with children's health and education. He serves on the Board of Advisors of the March of Dimes Foundation, as well as on the Board of Trustees of Loyola College of Baltimore and the Eisenhower Exchange Fellowships.

 

The MMC Board has determined that Mr. Hanway is independent from management under MMC’s director independence standards, as well as for the purpose of NYSE-listed company standards. With this election, MMC’s Board now consists of 12 members, including 11 independent directors.

 

MMC is a global professional services firm providing advice and solutions in the areas of risk, strategy and human capital. It is the parent company of a number of the world’s leading risk experts and specialty consultants, including Marsh, the insurance broker and risk advisor; Guy Carpenter, the risk and reinsurance specialist; Mercer, the provider of HR and related financial advice and services; Oliver Wyman, the management consultancy; and Kroll, the risk consulting firm. With approximately 52,000 employees worldwide and annual revenue of $11 billion, MMC provides analysis, advice and transactional capabilities to clients in more than 100 countries. Its stock (ticker symbol: MMC) is listed on the New York, Chicago and London stock exchanges. MMC’s website address is www.mmc.com.

 

 

2

 

 

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