Form 8-K EQUIFAX INC For: Sep 14
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): September 14, 2016
EQUIFAX INC.
(Exact name of registrant as specified in Charter)
Georgia | 001-06605 | 58-0401110 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
1550 Peachtree Street, N.W. Atlanta, Georgia |
30309 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (404) 885-8000
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 obligations of the registrant under any of the following provisions:
¨ | Written communication 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 New Director. On September 14, 2016, the Board of Directors of Equifax Inc. (the Company) elected G. Thomas Hough as a director, effective October 1, 2016, for a term expiring at the next annual meeting of shareholders. The Board also appointed Mr. Hough as a member of its Audit and Technology Committees. With the election of Mr. Hough, the size of the Board will increase to 11 members. A copy of the Companys press release announcing Mr. Houghs election is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The Board of Directors has determined that Mr. Hough is independent and meets the applicable independence requirements of the New York Stock Exchange and the Companys Guidelines for Determining the Independence of Directors. There have been no transactions since the beginning of the Companys last fiscal year, and there are no currently proposed transactions, in which the Company was or is to be a participant and in which Mr. Hough or any member of his immediate family had or will have any interest, that are required to be reported under Item 404(a) of Regulation S-K.
The selection of Mr. Hough was not pursuant to any arrangement or understanding between him and any other person.
Mr. Hough will be compensated in accordance with the Companys previously-disclosed compensation program for its non-employee directors. In connection with Mr. Houghs election to the Board, he will receive, on the effective date of his election, a one-time initial grant of restricted stock units vesting over a three-year period, with a grant date market value of $175,000. Mr. Hough will also enter into the Companys standard form of indemnification agreement for directors.
Item 9.01. Financial Statements and Exhibits.
(d) | Exhibits | |
99.1 | Press release of Equifax Inc. dated September 19, 2016. |
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 hereunto duly authorized.
EQUIFAX INC. | ||
By: | /s/ John J. Kelley III | |
Name: | John J. Kelley III | |
Title: | Corporate Vice President, Chief Legal Officer and Corporate Secretary |
Date: September 19, 2016
Exhibit Index
The following exhibit is being filed with this report:
Exhibit No. |
Description | |
99.1 | Press release of Equifax Inc. dated September 19, 2016. |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Tom Hough Elected to Equifax Board of Directors
ATLANTA, GA, September 19, 2016 Equifax Inc. (NYSE: EFX) today announced that G. Thomas Hough has been elected to the Board of the Directors effective October 1, 2016. He will also serve on the Boards Audit and Technology Committees. Following Mr. Houghs election, the Equifax Board will consist of 11 directors, including 10 independent directors. The election of Mr. Hough is part of the Companys normal succession planning process in connection with the scheduled retirement of three independent directors over the next two years.
Mr. Hough is the retired Americas Vice Chair of Ernst & Young LLP. Based in New York, he was Vice Chair of Assurance Services of Ernst & Young from 2009 to July 2014, and Americas Vice Chair until his retirement in September 2014. Mr. Hough joined Ernst & Young in 1978 and became a partner in 1987. During his career at Ernst & Young, he led various teams across the firm, including serving as Vice Chair and Southeast Area Managing Partner from 2000 to 2009 and Vice Chair of Human Resources from 1996 to 2000. He currently serves as a director of Publix Super Markets, Inc. and a trustee of the Federated Fund Family. He is also active in a number of civic organizations, including serving as a member of the Executive Committee of the United States Golf Association and a member of the Business School Board of Visitors of the University of Alabama and Wake Forest University.
Tom Hough is an exceptional addition to our Board, said Equifax Chairman and Chief Executive Officer Richard F. Smith. He brings invaluable experience in accounting, finance, and corporate governance. His background in financial accounting and risk management, including leadership experience at a major international accounting firm, is of particular importance to our Board.
Mr. Hough graduated summa cum laude with a B.S. in Accounting and an M.A. in Accounting with honors from the University of Alabama.
About Equifax
Equifax powers the financial future of individuals and organizations around the world. Using the combined strength of unique trusted data, technology and innovative analytics, Equifax has grown from a consumer credit company into a leading provider of insights and knowledge that helps its customers make informed decisions. The company organizes, assimilates and analyzes data on more than 820 million consumers and more than 91 million businesses worldwide, and its databases include employee data contributed from more than 5,000 employers.
Headquartered in Atlanta, Ga., Equifax operates or has investments in 24 countries in North America, Central and South America, Europe and the Asia Pacific region. It is a member of Standard & Poors (S&P) 500® Index, and its common stock is traded on the New York Stock Exchange (NYSE) under the symbol EFX. Equifax employs approximately 9,200 employees worldwide.
Some noteworthy achievements for the company include: Ranked 13 on the American Banker FinTech Forward list (2015); named a Top Technology Provider on the FinTech 100 list (2004-2015); named an InformationWeek Elite 100 Winner (2014-2015); named a Top Workplace by Atlanta Journal Constitution (2013-2015); named one of Fortunes Worlds Most Admired Companies (2011-2015); named one of Forbes Worlds 100 Most Innovative Companies (2015). For more information, visit www.equifax.com.
FOR MORE INFORMATION
1550 Peachtree Street, NE
Atlanta, Georgia 30309
Marisa Salcines
Media Relations
678-795-7286
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