Blueprint
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
15
February 2019
LLOYDS BANKING GROUP
plc
(Translation of registrant's name into
English)
5th Floor
25 Gresham Street
London
EC2V 7HN
United Kingdom
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual
reports
under
cover Form 20-F or Form 40-F.
Form
20-F..X.. Form 40-F
Indicate
by check mark whether the registrant by furnishing the
information
contained
in this Form is also thereby furnishing the information to
the
Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes
No ..X..
If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule
12g3-2(b):
82- ________
Index
to Exhibits
Item
No.
1 Regulatory News Service Announcement, dated 15 February
2019
re: Directorate
Change
15 February 2019
LLOYDS BANKING GROUP RECRUITS WILLIAM CHALMERS AS
CHIEF FINANCIAL OFFICER
Lloyds Banking Group today announces that, following the previously
announced decision of George Culmer to retire from the Group in Q3
2019, he will be succeeded as Executive Director and Chief
Financial Officer by William Chalmers.
Mr Chalmers is currently Co-Head of the Global Financial
Institutions Group of Morgan Stanley, having joined in 2000. It is
envisaged that he will join the Group, subject to customary
regulatory approvals, in June 2019, allowing for a period of
induction and smooth transition prior to joining the Board and
assuming the role of Chief Financial Officer upon George Culmer's
departure.
Lord Blackwell, Chairman, said:
"We are pleased to have been able to attract a candidate of
William's calibre to the Board. He brings a wealth of experience
that will be of significant benefit to the Group."
António Horta-Osório, Group Chief Executive,
said:
"William has a proven track record in financial services and will
be a great addition to the executive team. We will be sad to see
George go, but are pleased to have had him in the team for the past
seven years and to be able to have George and William working
together to ensure a smooth transition."
William Chalmers, said:
"I very much look forward to joining the executive team at Lloyds
Banking Group. It is a tremendous company that is going through an
impressive transformation. I look forward to getting started and
making a contribution."
Biographical information
Mr Chalmers is the Co-Head of the Global Financial Institutions
Group at Morgan Stanley, advising financial institutions,
particularly in the UK, Europe and Asia. He joined Morgan Stanley
in 2000, after six years at JP Morgan, and was promoted to Managing
Director in 2003. Before taking on his global role, he led Morgan
Stanley's European Financial Institutions Group. He received a
first class honours degree in economics from Edinburgh University
and a Juris Doctor from Harvard Law School, before being admitted
to the New York Bar.
Supplementary information
Mr Chalmers' remuneration package will be aligned with that of the
current Chief Financial Officer, which fairly reflects his role and
accountabilities. His fixed remuneration will consist of a basic
salary of £794,938 and a Fixed Share Award of £504,000,
delivered in shares over five years. In line with our approved
Directors' Remuneration Policy, the role attracts a pension
allowance of 25 per cent of basic salary and a benefits
allowance of 4 per cent of salary. Mr Chalmers will be
eligible to be considered for awards under the Group Performance
Share and Group Ownership Share plans in line with the terms of the
Directors' Remuneration Policy.
On appointment, Mr Chalmers will be granted deferred cash and share
awards to replace unvested Morgan Stanley awards that are forfeited
as a result of him joining Lloyds Banking Group. The awards will
match the vesting and retention periods attached to the awards
forfeited, and will be subject to the regulatory requirements for
buy-outs as detailed in PRA rule 15A. The number of shares granted
in respect of the share-based component of these awards will be
calculated using the USD:GBP exchange rate and the respective
mid-market closing prices of Morgan Stanley and Lloyds Banking
Group on the date of his appointment. Based on Morgan Stanley's
closing share price and exchange rate on 13 February 2019, plus the
cash element of the awards to be replaced, the value of the
replacement awards would be approximately
£4.4 million.
There are no other matters to disclose under Listing Rule
9.6.13.
- END -
For further information:
Investor Relations
Douglas
Radcliffe
+44 (0) 20 7356 1571
Group Investor Relations Director
douglas.radcliffe@lloydsbanking.com
Investor Relations
Edward
Sands
+44 (0) 20 7356 1585
Director, Investor Relations
edward.sands@lloydsbanking.com
Corporate Affairs
Matt
Smith
+44 (0) 20 7356 3522
Head of Media Relations
matt.smith@lloydsbanking.com
FORWARD LOOKING STATEMENTS
This document contains certain forward looking statements with
respect to the business, strategy, plans and/or results of the
Group and its current goals and expectations relating to its future
financial condition and performance. Statements that are not
historical facts, including statements about the Group's or its
directors' and/or management's beliefs and expectations, are
forward looking statements. By their nature, forward looking
statements involve risk and uncertainty because they relate to
events and depend upon circumstances that will or may occur in the
future. Factors that could cause actual business, strategy, plans
and/or results (including but not limited to the payment of
dividends) to differ materially from forward looking statements
made by the Group or on its behalf include, but are not limited to:
general economic and business conditions in the UK and
internationally; market related trends and developments;
fluctuations in interest rates, inflation, exchange rates, stock
markets and currencies; the ability to access sufficient sources of
capital, liquidity and funding when required; changes to the
Group's credit ratings; the ability to derive cost savings and
other benefits including, but without limitation as a result of any
acquisitions, disposals and other strategic transactions; changing
customer behaviour including consumer spending, saving and
borrowing habits; changes to borrower or counterparty credit
quality; instability in the global financial markets, including
Eurozone instability, instability as a result of the exit by the UK
from the European Union (EU) and the potential for other countries
to exit the EU or the Eurozone and the impact of any sovereign
credit rating downgrade or other sovereign financial issues;
technological changes and risks to the security of IT and
operational infrastructure, systems, data and information resulting
from increased threat of cyber and other attacks; natural, pandemic
and other disasters, adverse weather and similar contingencies
outside the Group's control; inadequate or failed internal or
external processes or systems; acts of war, other acts of
hostility, terrorist acts and responses to those acts,
geopolitical, pandemic or other such events; changes in laws,
regulations, practices and accounting standards or taxation,
including as a result of the exit by the UK from the EU, or a
further possible referendum on Scottish independence; changes to
regulatory capital or liquidity requirements and similar
contingencies outside the Group's control; the policies, decisions
and actions of governmental or regulatory authorities or courts in
the UK, the EU, the US or elsewhere including the implementation
and interpretation of key legislation and regulation together with
any resulting impact on the future structure of the Group; the
ability to attract and retain senior management and other employees
and meet its diversity objectives; actions or omissions by the
Group's directors, management or employees including industrial
action; changes to the Group's post-retirement defined benefit
scheme obligations; the extent of any future impairment charges or
write-downs caused by, but not limited to, depressed asset
valuations, market disruptions and illiquid markets; the value and
effectiveness of any credit protection purchased by the Group; the
inability to hedge certain risks economically; the adequacy of loss
reserves; the actions of competitors, including non-bank financial
services, lending companies and digital innovators and disruptive
technologies; and exposure to regulatory or competition scrutiny,
legal, regulatory or competition proceedings, investigations or
complaints. Please refer to the latest Annual Report on Form 20-F
filed with the US Securities and Exchange Commission for a
discussion of certain factors and risks together with examples of
forward looking statements. Except as required by any applicable
law or regulation, the forward looking statements contained in this
document are made as of today's date, and the Group expressly
disclaims any obligation or undertaking to release publicly any
updates or revisions to any forward looking statements contained in
this document to reflect any change in the Group's expectations
with regard thereto or any change in events, conditions or
circumstances on which any such statement is based. The
information, statements and opinions contained in this document do
not constitute a public offer under any applicable law or an offer
to sell any securities or financial instruments or any advice or
recommendation with respect to such securities or financial
instruments.
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, thereunto duly authorized.
LLOYDS
BANKING GROUP plc
(Registrant)
By: Douglas
Radcliffe
Name: Douglas
Radcliffe
Title: Group
Investor Relations Director
Date: 15
February 2019