CBIZ, INC. 8-K
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 and Exchange Act of 1934
Date of Report (Date of earliest event reported): May 15, 2008
CBIZ, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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0-25890
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22-2769024 |
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(State or other jurisdiction
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(Commission
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(IRS Employer |
of incorporation)
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File Number)
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Identification No.) |
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6050 Oak Tree Boulevard, South, Suite 500
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44131 |
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Cleveland, Ohio (Address of principal executive offices) |
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216-447-9000
(Registrants telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 5.02(d). Election of New Director
Effective May 15, 2008, the Board of CBIZ, Inc. expanded the number of its directors to nine and
elected Mrs. Benaree Pratt Wiley to serve as an independent Director of CBIZ, Inc. Mrs. Wiley will
serve through the 2010 Annual Meeting, at which time she is expected to stand for re-election. As
a non-employee director she will receive the standard compensation for a CBIZ non-employee director
as outlined in the Companys 2008 Proxy Statement. As a new director she has been granted 50,000
immediately vested options as of May 15, 2008. Mrs. Wiley is not a party to any related party
transactions outlined in Item 404(a) of Regulation S-K. Mrs. Wiley has been appointed to serve on
the Companys Nominating and Governance Committee and the Compensation Committee.
Item 9.01(d) Exhibits
Exhibit 99.1 Press Release of CBIZ, Inc. dated May 15, 2008, announcing the election of Benaree
Pratt Wiley to the CBIZ, Inc. Board of Directors.
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: May 16, 2008
CBIZ, Inc.
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By:
Name:
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/s/ Michael W. Gleespen
Michael W. Gleespen
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Title:
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Corporate Secretary and General Counsel |
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EX-99.1
Exhibit 99.1
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FOR IMMEDIATE RELEASE
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CONTACT:
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Lori Novickis |
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Director, Corporate |
Relations |
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CBIZ, Inc. |
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Cleveland, Ohio |
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(216) 447-9000 |
CBIZ APPOINTS INDEPENDENT DIRECTOR BENAREE WILEY
Cleveland, Ohio (May 15, 2008)CBIZ, Inc. (NYSE: CBZ) today announced that it has appointed Ms.
Benaree (Bennie) Pratt Wiley as a director of the Company. The appointment of Ms. Wiley, 62,
brings the total number of directors on CBIZs Board to nine, seven of whom are independent
directors.
Ms. Wiley is a Principal of The Wiley Group, a firm specializing in personnel strategy, talent
management, and leadership development primarily for global insurance and consulting firms. Ms.
Wiley served as the President and Chief Executive Officer of The Partnership, Inc., a talent
management organization for multicultural professionals in the greater Boston region for fifteen
years before retiring in 2005.
Ms. Wiley is currently a director on the boards of the Dreyfus/Laurel Funds, Dreyfus Cash
Management Funds, Blue Cross and Blue Shield of Massachusetts and PepsiCo African American Advisory
Board. Her civic activities include serving on the boards of The Boston Foundation and the Efficacy
Institute.
Ms. Wiley is a graduate of Howard University and received her MBA at Harvard University. She and
her husband have two children and reside in Brookline, Massachusetts.
Steve Gerard, CBIZ Chairman and CEO stated, We are so pleased that Bennie has agreed to join our
Board of Directors. Her successful career in the areas of talent management, leadership
development and diversity planning will add important experience and insight to our already
outstanding board. As a professional services company, our most important asset is our associates
and I look forward to her contribution as we continue to grow our business.
CBIZ, Inc. provides professional business services that help clients better manage their finances,
employees and technology. As the largest benefits specialist, one of the largest accounting,
valuation and medical practice management companies in the United States, CBIZ provides its
clients with financial services which include accounting and tax, internal audit, merger and
acquisition advisory, and valuation. Employee services include group benefits, property and
casualty insurance, payroll, HR consulting and wealth management. CBIZ also provides information
technology, hardware and software solutions, healthcare consulting and medical practice management.
These services are provided throughout a network of more than 140 Company offices in 34 states.