-----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, GBNeNOq1NVlB6guTCAZIoJrVe4mW8X02++pFmXEcBxzwcEdMJp5XotCKnbVmTuUQ feXBS+oMh8OAUK4el/dFjA== 0001193125-07-249593.txt : 20071116 0001193125-07-249593.hdr.sgml : 20071116 20071116173027 ACCESSION NUMBER: 0001193125-07-249593 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071113 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071116 DATE AS OF CHANGE: 20071116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HILB ROGAL & HOBBS CO CENTRAL INDEX KEY: 0000814898 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 541194795 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15981 FILM NUMBER: 071254289 BUSINESS ADDRESS: STREET 1: THE HILB, ROGAL AND HAMILTON BUILDING STREET 2: 4951 LAKE BROOK DRIVE, SUITE 500 CITY: GLEN ALLEN STATE: VA ZIP: 23060 BUSINESS PHONE: 8047476500 MAIL ADDRESS: STREET 1: P O BOX 1220 CITY: GLEN ALLEN STATE: VA ZIP: 23060 FORMER COMPANY: FORMER CONFORMED NAME: HILB ROGAL & HAMILTON CO /VA/ DATE OF NAME CHANGE: 19920703 8-K 1 d8k.htm FORM 8-K Form 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): November 13, 2007

 


HILB ROGAL & HOBBS COMPANY

(Exact name of registrant as specified in its charter)

0-15981

(Commission File Number)

 

Virginia   54-1194795

(State or other jurisdiction

of incorporation)

 

(I.R.S. Employer

Identification No.)

4951 Lake Brook Drive, Suite 500

Glen Allen, Virginia

  23060
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (804) 747-6500

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:

 

¨ 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 Principal Officers; Election of Directors; Appointment of Principal Officers.

On November 13, 2007, Hilb Rogal & Hobbs Company’s (the “Registrant”) Board of Directors appointed Julie A. Beck, 45, as a director of the Registrant effective November 13, 2007. Ms. Beck has been Executive Vice President and Chief Financial Officer of Journal Register Company since October 2007. From January 2006 to September 2007, Ms. Beck was Senior Vice President and Chief Financial Officer of Journal Register Company. From 2003 to 2005, Ms. Beck was Senior Vice President, Chief Financial Officer and Treasurer of Norwood Promotional Products, Inc. From 1999 to 2003, Ms. Beck was Vice President of Finance for the Inland Paperboard and Packaging, Inc. subsidiary of Temple-Inland, Inc. Ms. Beck will serve as a member of the Audit Committee and Corporate Affairs Committee.

As director’s compensation, Ms. Beck will receive an annual retainer of $70,000 and will only receive a meeting fee if a meeting is an out-of-sequence meeting. All retainers are paid in quarterly installments on the first day of each calendar quarter. For the retainer and fees, she may elect to receive payment as cash, Common Stock, deferred stock units, or a combination of these forms. If she elects to receive 100% of the retainer and fees as Common Stock or deferred stock units, then she is entitled to receive additional compensation in the elected form equal to 20% of her total compensation. Payment elections for Common Stock and deferred stock units are made under the Registrant’s (i) Non-Employee Directors Stock Incentive Plan and (ii) Amended and Restated Outside Directors Deferral Plan, respectively.

In addition, Ms. Beck received on November 13, 2007, under the 2007 Stock Incentive Plan, (i) 389 shares of Common Stock and (ii) an option to purchase 1,412 shares of Common Stock. The exercise price of the option is the fair market value of the Common Stock on the date of grant. The option becomes exercisable six months after the date of grant and expires seven years from the date of grant.

The news release relating to Ms. Beck’s appointment is attached as Exhibit 99.1 to this Report and is incorporated by reference into this Item 5.02.

There is no family relationship between Ms. Beck and any other executive officer or any director of the Registrant. Ms. Beck has not had any transactions with the Registrant or its subsidiaries during 2006 or 2007.

 


Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

    

Exhibit No.

  

Description

  99.1    News release issued by the Registrant on November 13, 2007

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.

 

    HILB ROGAL & HOBBS COMPANY
        (Registrant)
Date:   November 16, 2007     By:   /s/ A. Brent King        
        A. Brent King
        Vice President and
            General Counsel

 


EXHIBIT INDEX

 

Exhibit No.   

Description

99.1    News release issued by the Registrant on November 13, 2007
EX-99.1 2 dex991.htm NEWS RELEASE News Release

Exhibit 99.1

 

News Release

Hilb Rogal & Hobbs Company

4951 Lake Brook Drive

Glen Allen, Virginia 23060-9272

 

Press Contact: Liz Cougot, (804) 747-3120

IR Contact: Carolyn Jones, (804) 747-3108

Fax: (804) 747-6046

 

FOR IMMEDIATE RELEASE

 

November 13, 2007

HILB ROGAL & HOBBS ANNOUNCES APPOINTMENT OF JULIE A. BECK TO

BOARD OF DIRECTORS

RICHMOND, VA—Hilb Rogal & Hobbs Company (NYSE: HRH), one of the world’s largest insurance and risk management intermediaries, announced today that its board of directors has appointed Julie A. Beck to its board of directors effective immediately.

Ms. Beck is the executive vice president and chief financial officer of Yardley, Pennsylvania-based Journal Register Company, a publicly traded company (NYSE: JRC) that operates 22 daily newspapers, 346 non-daily publications and 227 websites. Strategically clustered in 6 geographic regions, including Greater Philadelphia, Michigan, Connecticut, Greater Cleveland, and the Capital-Saratoga and Mid-Hudson regions of New York, Journal Register Company reported revenues of $506.1 million in 2006.

Prior to her current position, Ms. Beck was senior vice president, chief financial officer and treasurer of Norwood Promotional Products, Inc. since 2003, where she reported directly to the chief executive officer. She has held a number of prestigious financial positions since graduating with a Bachelor of Business Administration in Accounting from University of Wisconsin-Madison in 1983, including vice president of finance at Inland Paperboard and Packaging, Inc., a $3 billion subsidiary of Temple-Inland Inc. and director of finance for Rockwell Automation. Ms. Beck began her career as a staff accountant for Deloitte, an international public accounting firm.

Ms. Beck served on the board of directors for Wolverine Tube, Inc., through February 2007, and has been active in numerous professional organizations, including Financial Executives Institute, the American Institute of Certified Public Accountants and the Indiana, Pennsylvania, and Wisconsin Institutes of Certified Public Accountants. She has also volunteered her time with several not-for-profit organizations.

HRH’s Chairman and Chief Executive Officer, Martin L. (Mell) Vaughan, III, commented, “On behalf of the board of directors, I would like to welcome Julie to our board. Over the course of her career, Julie has developed a sharp financial acumen, which will be an asset to our board. We look forward to incorporating Julie’s valuable business and financial insights and the contributions she will bring to the board in the years ahead.”

Hilb Rogal & Hobbs Company (HRH) is the eighth largest insurance intermediary in the United States, with over 140 offices throughout the United States and the world. HRH helps clients manage their risks in property and casualty, employee benefits, professional liability and other areas of specialized exposure. In addition, HRH offers a full range of personal and corporate financial products and services. HRH is focused on understanding our clients’ businesses, employees and risks, as well as the insurance


and financial markets, so that we can develop insurance, risk management, and employee benefits solutions that best fit their needs. The company’s common stock is traded on the New York Stock Exchange, symbol HRH. More information about HRH may be found at www.hrh.com.

 

 

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