UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02(d) | Election of New Directors. |
Effective August 6, 2020, the Board of CBIZ, Inc. (the “Company”) expanded the number of its directors to ten and elected Mr. A. Haag Sherman to serve as an independent Director of CBIZ, Inc. Mr. Sherman will serve through the 2021 Annual Meeting, at which time he is expected to stand for re-election. As a non-employee director he will receive the standard compensation for a CBIZ non-employee director as outlined in the Company’s 2020 Proxy Statement. As a new director he has been granted 50,000 immediately vested options as of August 6, 2020. Mr. Sherman is not a party to any related party transactions outlined in Item 404(a) of Regulation S-K. Mr. Sherman has been appointed to serve on the Company’s Audit Committee. A copy of the press release is furnished herewith as Exhibit 99.1.
| Item 9.01(d) | Exhibits. |
| Exhibit 99.1 | Press Release of CBIZ, Inc. dated August 10, 2020, announcing the appointment of A. Haag Sherman to the CBIZ Board of Directors. | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
Dated: August 11, 2020
CBIZ, Inc.
| By: | /s/ Michael W. Gleespen | |
| Name: | Michael W. Gleespen | |
| Title: | Corporate Secretary |
Exhibit 99.1
CBIZ Board Appoints A. Haag Sherman As Independent Director
CLEVELAND, Aug. 10, 2020 /PRNewswire/ — CBIZ, Inc. (NYSE: CBZ) (“the Company”), a leading provider of financial, insurance and advisory services, today announced the appointment of A. Haag Sherman as independent director to the Company’s Board of Directors, effective August 6, 2020.
The appointment of Mr. Sherman fills the vacancy left by Donald V. Weir, who retired from the board earlier this year. The CBIZ Board of Directors is comprised of 10 members, eight of whom are independent directors. Mr. Sherman will serve on the Audit Committee of the Board.
CBIZ Chairman Steven L. Gerard stated, “We are very pleased to welcome Haag Sherman to the CBIZ Board of Directors. He brings broad-based business and financial experience to CBIZ, with a depth of understanding and expertise in a number of our businesses, including wealth and asset management and accounting. We also believe the Board and the Company will benefit from his business acumen and unique perspective on investment opportunities, financial markets and economic trends.”
Mr. Sherman currently serves as Chief Executive Officer of Tectonic Financial, Inc., a financial and bank holding company. He previously co-founded an asset management firm and has served in various executive positions within the finance industry. He has also served on the Boards of Directors of several public companies and non-profit organizations, and currently serves on the board of Hilltop Holdings Inc. Mr. Sherman has written extensively on public policy and financial matters, and authored the book Shattering Orthodoxies: An Economic and Foreign Policy Blueprint for America (Easton Press, 2008).
Mr. Sherman holds a BBA in accounting and economics (cum laude) from Baylor University and a JD (with honors) from the University of Texas School of Law, where he has also served as an adjunct Professor of Law. He is a member of the Texas State Bar and a registered CPA in Texas.
About CBIZ
CBIZ, Inc. is a leading provider of financial, insurance and advisory services to businesses throughout the United States. Financial services include accounting, tax, government health care consulting, transaction advisory, risk advisory, and valuation services. Insurance services include employee benefits consulting, retirement plan consulting, property and casualty insurance, payroll, and human capital consulting. With more than 100 offices in 31 states, CBIZ is one of the largest accounting and insurance brokerage providers in the U.S. For more information, visit www.cbiz.com.