8-KLeadership ChangesExhibits & Filings

AMERICAN INTERNATIONAL GROUP, INC. 8-K Report, Executive Changes (Sep 8, 2023)

Filed September 8, 2023For Securities:AIG

Summary

This 8-K filing from American International Group (AIG) announces a significant leadership transition. Effective October 1, 2023, Lucy Fato, currently Executive Vice President, General Counsel & Global Head of Communications and Government Affairs, will move to a Vice Chair position. While this represents a change in her day-to-day operational role, the company has entered into an agreement with Ms. Fato detailing the terms of her transition. This agreement outlines Ms. Fato's compensation for 2024 in her new role, including a base salary of $1,000,000, a short-term incentive award of at least $1,750,000, and a target long-term incentive award of $3,300,000. Additionally, upon her termination of employment, she will be eligible for severance payments and benefits as previously disclosed in AIG's 2023 Proxy Statement, with an exception for her outstanding stock options, which will retain their full scheduled term. Investors should note that the full agreement will be detailed in AIG's upcoming Form 10-Q filing.

Key Highlights

  • 1Lucy Fato is transitioning from her current executive role to Vice Chair, effective October 1, 2023.
  • 2Ms. Fato's new Vice Chair role includes a specified compensation package for 2024.
  • 3The 2024 compensation package for Ms. Fato includes a $1,000,000 base salary.
  • 4She is eligible for a short-term incentive award of at least $1,750,000 and a target long-term incentive award of $3,300,000 for 2024.
  • 5Ms. Fato will receive severance payments and benefits upon termination, consistent with prior disclosures.
  • 6Outstanding stock options for Ms. Fato will remain active for their full scheduled term.
  • 7A press release regarding this transition was issued on September 5, 2023.

Frequently Asked Questions

The primary change is the transition of Lucy Fato from her role as Executive Vice President, General Counsel & Global Head of Communications and Government Affairs to a Vice Chair position, effective October 1, 2023.

For 2024, Ms. Fato's compensation is structured as follows: an annual base salary of $1,000,000, a short-term incentive award of at least $1,750,000, and a target long-term incentive award of $3,300,000.

Yes, upon her termination of employment, Ms. Fato will be eligible for severance payments and benefits as previously outlined in AIG's 2023 Proxy Statement, with the specific provision that her outstanding stock options will maintain their full scheduled term.

More detailed information regarding the agreement for Ms. Fato's transition will be included in AIG's Quarterly Report on Form 10-Q for the fiscal quarter ending September 30, 2023, which will be filed as an exhibit.