Summary
This Form 8-K filing from The Travelers Companies, Inc. announces a significant leadership transition. Effective December 1, 2015, Alan D. Schnitzer will assume the role of Chief Executive Officer (CEO), succeeding Jay S. Fishman. Mr. Fishman will transition to the role of Executive Chairman, continuing his involvement with the company. The Board of Directors has approved an increase in its size from 12 to 13 directors to accommodate Mr. Schnitzer's appointment to the board and the Executive Committee. This report also details the compensatory arrangements associated with this leadership change. Mr. Fishman's agreement includes provisions for a prorated bonus upon termination as Executive Chairman and a three-year consulting period without a fee, though he will continue to receive certain perquisites. Mr. Schnitzer's new CEO role comes with a $1 million base salary and defined severance benefits in the event of involuntary termination or voluntary termination for "good reason," including provisions related to a change of control. The filing also includes the press release and a letter to employees announcing these changes.
Key Highlights
- 1Leadership Transition: Alan D. Schnitzer appointed CEO effective December 1, 2015, succeeding Jay S. Fishman.
- 2Jay S. Fishman transitions to Executive Chairman, remaining involved with the company.
- 3Board Expansion: The Board of Directors will increase from 12 to 13 members.
- 4Schnitzer Appointed Director: Alan D. Schnitzer will also join the Board of Directors and the Executive Committee.
- 5Fishman's New Role Compensation: Mr. Fishman to receive prorated bonus upon termination as Executive Chairman and a 3-year unpaid consulting role with continued perquisites.
- 6Schnitzer's New Role Compensation: Mr. Schnitzer's base salary set at $1 million, with defined severance packages for termination scenarios.
- 7Change of Control Provisions: Specific severance benefits for Mr. Schnitzer are outlined in the event of a change of control.