UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 4, 2018 (May 29, 2018)
Brighthouse Financial, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37905 | 81-3846992 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 11225 North Community House Road Charlotte, North Carolina |
28277 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (980) 365-7100
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 4, 2018, Brighthouse Financial, Inc. (“Brighthouse Financial” or the “Company”) issued a news release announcing that Conor Murphy has been appointed as the Company’s Executive Vice President and Chief Operating Officer effective as of June 5, 2018. Mr. Murphy will succeed Peter M. Carlson who will step down from the position of Executive Vice President and Chief Operating Officer effective as of today, and officially retire from the Company on December 31, 2018. During the interim period, Mr. Carlson will act as a special advisor to Eric Steigerwalt, the Company’s President and Chief Executive Officer. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Mr. Murphy, age 49, joined Brighthouse Financial in September 2017 as Executive Vice President and Chief Product and Strategy Officer. Prior to joining Brighthouse Financial, Mr. Murphy was the chief financial officer for MetLife, Inc.’s (“MetLife”) Latin America region, a position he held since 2012. Previously, he led MetLife’s international strategic planning organization, responsible for global business strategy, including M&A in international markets. Mr. Murphy’s broad experience also includes being chief financial officer for MetLife’s Europe, the Middle East and Africa region, MetLife’s head of investor relations and chief financial officer of MetLife’s Investments organization.
The Company will disclose any subsequent material arrangement in connection with Mr. Murphy’s appointment in an amendment to this Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description of Exhibit | |
| 99.1 | News release of Brighthouse Financial, Inc., dated June 4, 2018, announcing appointment of Conor Murphy as Executive Vice President and Chief Operating Officer. | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BRIGHTHOUSE FINANCIAL, INC. | ||||
| By: | /s/ D. Burt Arrington | |||
| Name: | D. Burt Arrington | |||
| Title: | Corporate Secretary | |||
Date: June 4, 2018
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Exhibit 99.1
BRIGHTHOUSE FINANCIAL NAMES CONOR MURPHY EXECUTIVE VICE PRESIDENT AND
CHIEF OPERATING OFFICER
Murphy succeeds Peter Carlson, who will retire at the end of 2018
Charlotte, NC – JUNE 4, 2018 – Brighthouse Financial, Inc. (Nasdaq: BHF) today announced that Conor Murphy has been named executive vice president and chief operating officer (COO) effective as of June 5, 2018. Murphy succeeds Peter Carlson, who will become a special advisor to Eric Steigerwalt, Brighthouse Financial president and chief executive officer, until Carlson’s retirement at the end of 2018. As COO, Murphy will oversee the company’s finance and operations functions, and will continue to lead its client solutions and strategy groups.
“Conor’s deep industry and financial expertise, combined with his strong operational capabilities, make him ideally suited for this role,” said Steigerwalt. “Since joining Brighthouse Financial in 2017, Conor has been instrumental in defining our strategy, and executing on that strategy as we seek to create value for our advisors, their clients, and our shareholders.”
“Pete played a key role in the successful separation of Brighthouse Financial from MetLife and has helped us establish our strong foundation,” continued Steigerwalt. “We look forward to continuing to work with Pete in his new role until his retirement.”
Murphy joined Brighthouse Financial in 2017 as executive vice president and chief product and strategy officer. Prior to joining Brighthouse Financial, Murphy was the chief financial officer (CFO) for MetLife’s Latin America region. Murphy’s broad experience also includes the leadership of MetLife’s international strategic planning organization, serving as the head of investor relations for MetLife, as CFO for MetLife’s Europe, the Middle East and Africa region and as CFO for MetLife’s Investments organization.
Forward-Looking Statements
This news release and other oral or written statements that we make from time to time may contain information that includes or is based upon forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve
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substantial risks and uncertainties. We have tried, wherever possible, to identify such statements using words such as “anticipate,” “estimate,” “expect,” “project,” “may,” “will,” “could,” “intend,” “goal,” “target,” “forecast,” “objective,” “continue,” “aim,” “plan,” “believe” and other words and terms of similar meaning, or are tied to future periods, in connection with a discussion of future operating or financial performance. In particular, these include, without limitation, statements relating to future actions, prospective services or products, future performance or results of current and anticipated services or products, sales efforts, expenses, the outcome of contingencies such as legal proceedings, trends in operating and financial results, as well as statements regarding the expected benefits of the separation from MetLife, Inc. and the recapitalization actions.
Any or all forward-looking statements may turn out to be wrong. They can be affected by inaccurate assumptions or by known or unknown risks and uncertainties. Many such factors will be important in determining the actual future results of Brighthouse Financial, Inc. (“Brighthouse”). These statements are based on current expectations and the current economic environment and involve a number of risks and uncertainties that are difficult to predict. These statements are not guarantees of future performance. Actual results could differ materially from those expressed or implied in the forward-looking statements due to a variety of known and unknown risks, uncertainties and other factors. Risks, uncertainties, and other factors that might cause such differences include the risks, uncertainties and other factors identified in Brighthouse’s most recent Annual Report on Form 10-K (the “Annual Report on Form 10-K”) filed with the U.S. Securities and Exchange Commission (the “SEC”), in our subsequent Quarterly Reports on Form 10-Q, including in the sections thereof captioned “Note Regarding Forward-Looking Statements” and “Item 1A. Risk Factors”, and in our subsequent Current Reports on Form 8-K. Brighthouse does not undertake any obligation to publicly correct or update any forward-looking statement if Brighthouse later becomes aware that such statement is not likely to be achieved. Please consult any further disclosures Brighthouse makes on related subjects in reports to the SEC.
About Brighthouse Financial, Inc.
Brighthouse Financial, Inc. (Nasdaq: BHF) is a major provider of annuities and life insurance in the U.S. Established by MetLife, we are on a mission to help people achieve financial security. We specialize in products that play an essential role in helping people protect what they’ve earned and ensure it lasts. Learn more at www.brighthousefinancial.com.
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CONTACT
| FOR INVESTORS
David Rosenbaum
(980) 949-3326
david.rosenbaum@brighthousefinancial.com |
FOR MEDIA
Tim Miller
(980) 949-3121
tim.w.miller@brighthousefinancial.com |
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