8-KLeadership ChangesExhibits & Filings

STATE STREET CORP 8-K Report, Executive Changes (Jun 6, 2013)

Filed June 6, 2013For Securities:STTSTT-PG

Summary

State Street Corporation (STT) has announced a significant leadership change with the appointment of Michael W. Bell as Executive Vice President and a future Chief Financial Officer (CFO), effective August 2013. This appointment follows the planned retirement of the current CFO, Edward J. Resch. Mr. Bell brings substantial financial leadership experience from his previous roles at Manulife Financial Corporation and Cigna Corporation, where he served as CFO. The filing details Mr. Bell's compensation package, which includes a base salary of $800,000 and substantial target incentive compensation. For 2013 and 2014, his target annual incentive is $1.95 million, and his target long-term incentive is $5 million for 2013 and $4 million for 2014. A significant portion of this compensation is expected to be in equity-based and performance-conditioned, aligning his interests with long-term shareholder value. The agreement also includes standard provisions such as relocation assistance, employee benefits, change in control provisions, and restrictive covenants like non-competition and non-solicitation.

Key Highlights

  • 1Michael W. Bell appointed Executive Vice President and future Chief Financial Officer (CFO) of State Street Corporation.
  • 2Mr. Bell will assume the CFO role in August 2013, succeeding the retiring Edward J. Resch.
  • 3Mr. Bell has prior CFO experience at Manulife Financial Corporation (2009-2012) and Cigna Corporation (2002-2009).
  • 4His compensation includes an $800,000 base salary.
  • 5Target annual incentive compensation is set at $1.95 million for 2013 and 2014.
  • 6Target long-term incentive compensation is $5 million for 2013 and $4 million for 2014, with a significant portion in deferred equity.
  • 7The compensation package includes relocation assistance, retirement plan participation, and change in control benefits.

Frequently Asked Questions

Michael W. Bell has been appointed as Executive Vice President and will become the Chief Financial Officer in August 2013. He is succeeding Edward J. Resch, whose retirement was previously announced.

Mr. Bell has extensive experience in financial leadership, having served as Chief Financial Officer for Manulife Financial Corporation from 2009 to 2012 and for Cigna Corporation from 2002 to 2009. He also held other management positions at Cigna.

Mr. Bell will receive an annual base salary of $800,000. He is also eligible for significant discretionary incentive compensation, with target annual incentives of $1.95 million for 2013 and 2014, and target long-term incentives of $5 million for 2013 and $4 million for 2014. A notable portion of this compensation will be in the form of deferred equity, potentially performance-conditioned.

Yes, the agreement includes non-solicitation and non-competition covenants. Mr. Bell has also agreed to provide at least 60 days' notice for any voluntary termination of employment.