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
January 23, 2017
Date of Report (Date of earliest event reported)
LENNAR CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 1-11749 | 95-4337490 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
700 Northwest 107th Avenue, Miami, Florida 33172
(Address of principal executive offices) (Zip Code)
(305) 559-4000
(Registrants telephone number, including area code)
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
d) | Election of Directors |
On January 23, 2017, the Board of Directors of Lennar Corporation (the Company), upon the recommendation of the Boards Nominating and Corporate Governance Committee, elected Donna Shalala to serve as a director for a term of office expiring at the Companys 2017 Annual Meeting of Stockholders, at which time her continued Board service will be subject to renomination and stockholder approval. Dr. Shalala has not been assigned to any Committees of the Board. Dr. Shalala previously served as a director of the Company from 2001 to 2012. Dr. Shalala currently serves as Trustee Professor of Political Science at the University of Miami and as President of the Clinton Foundation. Dr. Shalala served as President of the University of Miami from 2001 until 2015. From 1993 until 2001, Dr. Shalala served as the United States Secretary of Health and Human Services. Dr. Shalala served as Chancellor and Professor of Political Science at the University of Wisconsin Madison from 1987 to 1993 and as President and Professor of Political Science at Hunter College from 1980 to 1987. From 1977 to 1980, Dr. Shalala served as Assistant Secretary for Policy Development and Research of the Department of Housing and Urban Development.
There are no arrangements or understandings between Dr. Shalala and any other persons with respect to her appointment as a director. Neither Dr. Shalala nor any immediate family member of Dr. Shalala has been a participant in any transaction or currently proposed transaction with the Company that is reportable under Item 404(a) of Regulation S-K.
Dr. Shalala will participate in the Companys outside director compensation program, which provides that directors receive an annual equity grant of 2,000 shares of the Companys Class A common stock, an outside director retainer of $130,000 payable quarterly, half in stock and half in cash, and committee fees, as applicable. Dr. Shalala will receive the prorated portions of the annual equity grant of the Companys Class A common stock and the outside director retainer based on her period of service until the next annual meeting.
A press release announcing Dr. Shalalas election to the Board is attached to this report as Exhibit 99.1.
Item 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits. |
The following exhibit is furnished as part of this Current Report on Form 8-K.
Exhibit No. |
Description of Document | |
99.1 | Press Release issued by Lennar Corporation on January 24, 2017. |
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.
Date: January 26, 2017 | Lennar Corporation | |||||||
By: | /s/ Bruce Gross | |||||||
Name: | Bruce Gross | |||||||
Title: | Vice President and Chief Financial Officer |
Exhibit 99.1
Lennar Appoints Donna Shalala to the Board of Directors
MIAMI, Jan. 24, 2017 /PRNewswire/ Lennar Corporation (NYSE: LEN and LEN.B), one of the nations largest homebuilders, announced that the Companys Board of Directors has elected Donna Shalala to serve as a member of the Board of Directors, effective Jan. 23, 2017. Dr. Shalala served as a director of Lennar Corporation from 2001 to April 2012.
Dr. Shalala currently serves as Trustee Professor of Political Science at the University of Miami and as President of the Clinton Foundation. Dr. Shalala served as President of the University of Miami from 2001 until 2015. From 1993 until 2001, Dr. Shalala served as the United States Secretary of Health and Human Services. Dr. Shalala served as Chancellor and Professor of Political Science at the University of Wisconsin Madison from 1987 to 1993 and as President and Professor of Political Science at Hunter College from 1980 to 1987. From 1977 to 1980, Dr. Shalala served as Assistant Secretary for Policy Development and Research of the Department of Housing and Urban Development.
Donna is an extraordinary leader, and we are delighted to welcome her back to Lennars Board of Directors, said Sid Lapidus, Lead Director of Lennars Board of Directors. We believe that Donnas experience as President of a successful university, as well as her experience as the former Secretary of the United States Department of Health and Human Services, will complement our already strong Board of Directors.
I am honored to be rejoining Lennars Board, said Shalala. I have always admired the Companys innovative strategies, integrity and its commitment to the communities in which it has a presence.
About Lennar
Lennar Corporation, founded in 1954, is one of the nations largest builders of quality homes for all generations. The Company builds affordable, move-up and retirement homes primarily under the Lennar brand name. Lennars Financial Services segment provides mortgage financing, title insurance and closing services for both buyers of the Companys homes and others. Lennars Rialto segment is a vertically integrated asset management platform focused on investing throughout the commercial real estate capital structure. Lennars Multifamily segment is a nationwide developer of high-quality multifamily rental properties. Previous press releases and further information about the Company may be obtained at the Investor Relations section of the Companys website, www.lennar.com.
CONTACT: Allison Bober, Investor Relations, Lennar Corporation, (305) 485-2038