01—Abstract
Summary
Summary of the 8-K filed January 18, 2024. Cited figures are marked; the original filing is the authoritative source.
Las Vegas Sands Corp. reported in this Form 8-K, filed January 18, 2024 under Item 5.02, that two directors are leaving the Board.
Nora Jordan and David Levi each notified the Company on January 13, 2024 that they are resigning effective January 22, 2024. The filing states that neither resignation resulted from any disagreement with the Company on its operations, policies or practices. The Board also elected Alain Li as a new director, effective January 22, 2024, which the filing discloses was made on January 18, 2024.
The filing states there are no arrangements between Mr. Li and any other person under which he was selected, and no related-party transactions under Item 404(a) of Regulation S-K in which he has a material interest. As a non-employee director, Mr. Li will be compensated as described in the 2023 proxy statement under "Director Compensation," except that the annual restricted stock or restricted stock unit grant has been increased to $200,000a.
For investors, the filing is a board-composition change: two departures and one addition, all effective the same date. It does not disclose financial results or any other financial figures beyond the $200,000b director equity grant.
02—Key points
Key Highlights
- Nora Jordan and David Levi each notified the Company on January 13, 2024 of their resignations from the Board, effective January 22, 2024.
- Both resignations were stated to be unrelated to any disagreement with the Company on its operations, policies or practices.
- The Board elected Alain Li as a new director on January 18, 2024, effective January 22, 2024.
- No arrangements exist between Mr. Li and any other person regarding his selection, and no reportable Item 404(a) related-party transactions are disclosed.
- Mr. Li's annual restricted stock or restricted stock unit grant as a non-employee director has been increased to $200,000.
- Director compensation terms are referenced to the 2023 proxy statement filed March 31, 2023.
03—Questions
Frequently Asked Questions
Why are Nora Jordan and David Levi leaving the Las Vegas Sands Board?
The filing states that each notified the Company on January 13, 2024 of a resignation effective January 22, 2024. It states that neither resignation resulted from any disagreement with the Company on matters relating to its operations, policies or practices. No other reason is given in the filing.
Who is Alain Li and when does he join the Board?
The Board elected Alain Li as a director on January 18, 2024, effective January 22, 2024. The filing does not provide a biography or describe his background.
Does Alain Li have any conflicts or related-party relationships with the Company?
The filing states there are no arrangements between Mr. Li and any other person under which he was selected as a director. It also states there are no transactions with the Company or its subsidiaries in which he has a material interest requiring disclosure under Item 404(a) of Regulation S-K.
How will Alain Li be compensated?
As a non-employee director, he will be compensated as described under "Director Compensation" in the Company's 2023 proxy statement filed March 31, 2023, except that his annual restricted stock or restricted stock unit grant has been increased to $200,000.
Does this filing report any financial results?
No. The filing covers only board changes under Item 5.02 and does not report financial results or other financial figures apart from the $200,000 annual equity grant for non-employee directors.
04—Continue