8-KLeadership ChangesExhibits & Filings

CITIGROUP INC 8-K Report, Executive Changes (Sep 5, 2019)

Filed September 5, 2019For Securities:CC-PNC-PR

Summary

Citigroup Inc. (C) has filed an 8-K report on September 4, 2019, announcing significant changes to its Board of Directors. The company elected two new directors, Grace E. Dailey and Alexander R. Wynaendts, effective September 3, 2019. Both individuals have been determined to be independent according to Citigroup's and NYSE's standards, bringing valuable expertise to the board. Ms. Dailey, a former Senior Deputy Comptroller for Bank Supervision Policy and Chief National Bank Examiner at the Office of the Comptroller of the Currency, has been appointed to the Audit Committee and the Risk Management Committee. Mr. Wynaendts, currently CEO and Chairman of Aegon N.V., has been appointed to the Risk Management Committee. These appointments are expected to strengthen the board's oversight in critical areas of financial regulation and international business operations. Compensation for these new directors will follow the standard non-employee director compensation practices.

Key Highlights

  • 1Citigroup Inc. appointed Grace E. Dailey and Alexander R. Wynaendts as new directors to its Board.
  • 2Both new directors have been deemed independent, adhering to NYSE and Citigroup's governance standards.
  • 3Grace E. Dailey brings extensive experience from the Office of the Comptroller of the Currency, specifically in bank supervision policy.
  • 4Alexander R. Wynaendts is the current CEO and Chairman of Aegon N.V., bringing international executive leadership experience.
  • 5Ms. Dailey has been appointed to the Audit Committee and the Risk Management Committee.
  • 6Mr. Wynaendts has been appointed to the Risk Management Committee.
  • 7No material related-party transactions or family relationships exist between the new directors and Citigroup.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report the election of two new independent directors to Citigroup's Board of Directors, Grace E. Dailey and Alexander R. Wynaendts, and their subsequent committee appointments.

Grace E. Dailey brings significant regulatory and supervisory experience from her tenure at the Office of the Comptroller of the Currency. Alexander R. Wynaendts offers international executive leadership experience as the CEO and Chairman of Aegon N.V.

Grace E. Dailey has been appointed to the Audit Committee and the Risk Management Committee. Alexander R. Wynaendts has been appointed to the Risk Management Committee.

No, Ms. Dailey and Mr. Wynaendts will receive compensation as non-employee directors in accordance with Citigroup's established practices for its non-employee directors, as outlined in its Annual Proxy Statement.