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):  March 10, 2016


HOUGHTON MIFFLIN HARCOURT COMPANY
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
001-36166
(Commission File No.)
27-1566372
(IRS Employer
Identification No.)

222 Berkeley Street
Boston, MA
(Address of principal executive offices)
 
02116
(Zip Code)

(617) 351-5000
(Registrant’s telephone number, including area code)
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))

Item 5.02.     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Retirement of Eric L. Shuman as Executive Vice President and Chief Financial Officer .
On March 10, 2016, Houghton Mifflin Harcourt Company (the “ Company ”) announced that Eric L. Shuman will be retiring from the Company, in connection with which he will transition out of his role as the Company’s Chief Financial Officer, effective as of March 14, 2016, and remain with the Company as a senior advisor (“ Senior Advisor ”) through the effective date of his retirement on July 1, 2016, to help ensure a smooth transition. 
Mr. Shuman and the Company have entered into an amendment to his employment agreement, which (among other things and subject to certain terms and conditions) provides that upon his retirement, Mr. Shuman will be entitled to:
— the following severance benefits that he would have received under his employment agreement had he resigned for good reason, been terminated without cause or if his agreement had not been renewed by the Company at the end of its term in August: (i) monthly severance payments for a period of twelve months equal to his monthly base salary; (ii) an additional lump sum payment at the end of such twelve-month period equal to six months’ base salary; and (iii) a bonus for fiscal 2016, pro-rated, as per the amendment, according to the number of days Mr. Shuman served as Chief Financial Officer during the year; and
— the immediate vesting of the remaining 6,666 restricted stock units granted to Mr. Shuman on August 1, 2013.
Except as provided for in the amendment, the terms and provisions of Mr. Shuman’s employment agreement, equity award agreements and other terms of employment remain unaffected and in full force and effect.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of Mr. Shuman’s employment agreement (incorporated herein by reference as Exhibit 10.2), as amended by the amendment to such agreement (filed herewith and incorporated herein by reference as Exhibit 10.1).

Appointment of Joseph P. Abbott, Jr. as Executive Vice President and Chief Financial Officer .
On March 10, 2016, the Company announced that Joseph P. Abbott, Jr., 39, will be appointed as Executive Vice President and Chief Financial Officer of the Company, effective as of March 14, 2016.
From 2012 to 2016, Mr. Abbott was an Executive Director in the Media and Communications Investment Banking Group at Morgan Stanley, where he has held various roles since 2005. At Morgan Stanley, Mr. Abbott led a team that advised educational publishing and information services companies (and their stakeholders) on all aspects relating to mergers and acquisitions, financings and other major strategic transactions.  Prior to joining Morgan Stanley, Mr. Abbott served as an officer in the United States Navy. Mr. Abbott holds a master’s degree in business administration from Northwestern University’s Kellogg School of Management and a bachelor’s of science degree, with merit, in systems engineering from the United States Naval Academy.
Mr. Abbott’s offer letter with the Company, dated as of March 10, 2016, provides that (among other things and subject to certain terms and conditions) he will be:
— entitled to an annual base salary of $520,000;
· eligible to participate in the Company’s annual bonus plan, pursuant to which his target amount will be an amount equal to 100% of his annual base salary;
· entitled to receive the following one-time equity grants under the Company’s 2015 Omnibus Incentive Plan: (i) a grant of time-based vesting restricted stock units having a fair market value of $500,000 on the date of grant and vesting in three equal installments (one on each of the first three anniversaries of the date of grant, subject to continued employment); and (ii) a grant of options to purchase Company common stock having a Black-Scholes value of $2,000,000 and a strike price per share equal to the fair market value of the Company’s common stock on the date of grant and vesting in four equal installments (one on each of the first four anniversaries of the date of grant, subject to continued employment);
· eligible to receive future long-term incentive awards in accordance with the Company’s long-term incentive plans as may exist from time to time; and
· eligible to participate in the Company’s Change in Control Severance Plan and ELT Severance Plan as a “Tier 1 Employee,” as such term is separately defined in each plan, respectively.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of Mr. Abbott’s offer letter (filed herewith and incorporated herein by reference as Exhibit 10.3).

Press Release .
On March 10, 2016, the Company issued a press release announcing Mr. Shuman’s transition into his retirement and the appointment of Mr. Abbott, a copy of which is filed herewith as Exhibit 99.1.

Item 9.01.     Financial Statements and Exhibits.
(d)              Exhibits
Exhibit No.
Description
10.1
 
10.2
Employment Agreement dated August 1, 2013, by and between Eric L. Shuman and Houghton Mifflin Harcourt Company (incorporated herein by reference to Exhibit No. 10.7 to Amendment No. 1 to the Company’s Registration Statement on Form S-1, filed September 13, 2013 (File No. 333-190356)).
 
10.3
 
99.1
 
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.
  HOUGHTON MIFFLIN HARCOURT COMPANY  
       
 
By:
/s/  William F. Bayers  
  Name: William F. Bayers  
  Title:
Executive Vice President, Secretary and
General Counsel
 
       
Dated:  March 10, 2016
 
 
EXHIBIT 10.1
 
AMENDMENT TO EMPLOYMENT AGREEMENT

This AMENDMENT (the “Amendment”), effective as of March 10, 2016 (the “Amendment Effective Date”), amends the Employment Agreement entered into effective as of August 1, 2013, by and between Houghton Mifflin Harcourt Company (f/k/a HMH Holdings (Delaware), Inc.) (or any successors thereto) (“HMH” or “Company”) and Eric Shuman (“Executive”) (the “Original Agreement”).  All capitalized terms used herein will have the same meanings set forth in the Original Agreement.
RECITALS
WHEREAS , Executive has been employed as the Executive Vice President, Chief Financial Officer of the Company since on or around January 2012;
WHEREAS, Executive is transitioning from his role as Executive Vice President, Chief Financial Officer of the Company to a role as Senior Advisor;
WHEREAS, the Company desires Executive to continue his role as Executive Vice President, Chief Financial Officer through March 13, 2016 and seeks his assistance as Senior Advisor through July 1, 2016; and
WHEREAS, the Company and Executive desire to amend the Original Agreement to reflect the foregoing and certain other related matters.
NOW, THEREFORE , in consideration of the mutual promises and agreements contained herein and for other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, Executive and the Company agree as follows:
1. Section 1 “ Employment ” of the Original Agreement is hereby amended by deleting the existing subsections 1.1 and 1.2 and replacing them with the following subsections:
1.1              Transition to Senior Advisor.
Effective as of 11:59 p.m. on March 13, 2016 (the “ Transition Effective Date ”) Executive shall cease to hold his current position as Executive Vice President, Chief Financial Officer and any other positions that he then holds with the Company or any affiliate.  Immediately thereafter, Executive’s employment shall continue in the position of Senior Advisor, on the terms and conditions set forth herein.  Executive’s duties as a Senior Advisor shall be those duties reasonably assigned to him by the Company’s President and Chief Executive Officer that are appropriate for an individual of his knowledge and experience in the industry.
1.2              Term.
Effective as of the Transition Effective Date, the term of employment under this Agreement (the “ Term ”) shall terminate as of the close of business on July 1, 2016, unless terminated prior thereto in accordance with the provisions of this Agreement.
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2. Section 2 “ Compensation ” of the Original Agreement is hereby amended by adding the following new subsection in appropriate chronological sequence:
2.7 Equity Awards .
Notwithstanding anything in the Agreement, Executive expressly agrees and acknowledges that as of the Transition Effective Date he shall no longer be eligible to receive any further grants of equity awards under the Houghton Mifflin Harcourt Company 2015 Omnibus Incentive Plan and related programs (the “ 2015 Plan ”), including without limitation any current or future long-term incentive program of the Company.  Nothing in this Section 2.7 is intended to modify the Company’s or Executive’s rights and obligations (and restrictions on such rights and obligations) with respect to awards of stock options, time-based RSUs, performance-based RSUs (“ PSUs ”), performance-based restricted stock (“ PSAs ”), time-based restricted stock (“ RSAs ”) or any other outstanding equity awards (collectively, “ Awards ”) made under the 2015 Plan or the MIP, including without limitation Executive’s right to exercise vested options for the number of days following the termination of his employment (as specified in the applicable Award agreements) and Executive’s forfeiture of all RSUs, PSUs, PSAs, RSAs and other Awards that, in each instance, have not vested on or before the date that his employment terminates, except as otherwise specifically provided in Section 4.1(b)(iv) below.  The terms of all applicable Award agreements and plan documents remain in effect with respect to such Awards, and for avoidance of doubt, Executive must be an employee of the Company as of any vesting dates in order for vesting of his Awards to occur.
3. Section 3 “ Duties and Obligations of Executive ” of the Original Agreement is hereby amended by adding the following as new section 3.3 :
3.3              Transition and Cooperation.
(a)              Executive agrees that from the Transition Effective Date through the expiration of the Term, Executive shall continue to perform such duties as assigned by the Company consistent with his then-current position, including without limitation transitional matters relating to the transition of his former duties as Executive Vice President, Chief Financial Officer to his successor.
(b)              In addition, upon reasonable request and notice following the termination of the Term, Executive shall cooperate with the Company to answer, to the extent of his best knowledge and information, any questions or provide any information that the Company reasonably requires, and to cooperate in any other manner reasonably requested by the Company, including in preparing for any trials, hearings, or other proceedings, and providing truthful testimony in connection therewith, in each case relating to his time of employment with the Company and the business of the Company.  The Company shall reimburse Executive for any reasonable, out-of-pocket expenses incurred by him in connection with his compliance with this Section 3.3(b) pursuant to the Company’s expense reimbursement policy.  The Company further agrees that Executive’s obligations in this Section 3.3(b) shall not unreasonably interfere with his ongoing business and personal activities.
 
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4. Section 4 “ Termination Provisions ” of the Original Agreement is hereby amended by deleting the existing subsection 4.1 in its entirety   and replacing it with the following as section 4.1 :
4.1              Termination Payments.
  Executive may terminate this Agreement at any time or for any or no reason.  HMH may terminate this Agreement prior to July 1, 2016 only for Cause or due to Executive’s Disability (as defined in Section 4.2).  Subject to Sections 4.3, 4.4 and 8 below, Executive shall be entitled to receive the following payments upon termination of employment during or upon expiration of the Term:
(a)              Resignation; Termination for Cause .  If the Company terminates Executive’s employment for Cause (as defined in Section 4.2 below) or Executive resigns his employment for any reason during the Term, then Executive shall only be entitled to receive any then unpaid Base Salary through the date of employment termination, payment of any Bonus earned with respect to the prior fiscal year but not yet paid (payable in accordance with Section 2.3), accrued but unused vacation in accordance with HMH policy, reimbursement for any unreimbursed expenses through the date of employment termination and any benefits accrued and vested under HMH plans and programs (including the MIP and the 2015 Plan) through the date of termination in accordance with the terms of such plans and programs (collectively, the “ Accrued Amounts ”).  For the avoidance of doubt, Executive shall not be paid any Bonus or other incentive compensation for the fiscal year in which such termination occurs.

(b)              Termination without Cause; Expiration .  The Company agrees that it shall not terminate Executive’s employment without Cause prior to July 1, 2016.  If Executive’s employment terminates upon the expiration of the Term, Executive shall be entitled to receive the following severance payments in addition to the Accrued Amounts:

(i)              monthly severance payments during the period from the date of Executive’s employment termination until the date twelve (12) months after the effective date of the termination (the “ Twelve Month   Severance Period ”) equal to the monthly Base Salary which Executive was receiving immediately before employment termination;

(ii)              a lump-sum payment immediately upon expiration of the Twelve Month Severance Period equal to six (6) months’ Base Salary which Executive was receiving immediately before employment termination;

(iii)              a lump sum cash payment equal to the prorated amount of the full-year Bonus Executive would have received under Section 2.2 for the fiscal year in which the termination occurs, if any, calculated by multiplying the amount that would have been paid based on the extent to which performance goals established by the Compensation Committee have been achieved in respect of the fiscal year in which the termination occurs as certified by the Compensation Committee or Board, as applicable, by a fraction, the numerator of which is the number of days during such fiscal year through the Transition Effective Date and the
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denominator of which is 365, with any such prorated Bonus to be paid in accordance with Section 2.2; and

(iv)              the remaining 6,666 unvested RSUs (from the Award granted on August 1, 2013) shall immediately vest on the date of Executive’s termination of employment.

(c)              Disability; Death .  If the Company terminates Executive’s employment as a result of Executive’s Disability or Executive’s employment terminates due to his death during the Term, then Executive shall not be entitled to receive severance or other benefits except for (i) the Accrued Amounts and (ii) a lump sum cash payment equal to the prorated amount of the full-year Bonus Executive would have received under Section 2.2 for the fiscal year in which the termination occurs, calculated by multiplying the amount that would have been paid based on the extent to which performance goals have been achieved in respect of the fiscal year in which the termination occurs as certified by the Compensation Committee or Board, as applicable, by a fraction, the numerator of which is the number of days during such fiscal year through the Transition Effective Date and the denominator of which is 365, with any such prorated Bonus to be paid in accordance with Section 2.2.

5. Section 4 “ Termination Provisions ” of the Agreement is hereby amended further by deleting the existing subsection 4.2(d) “Good Reason.”
6. Except as expressly set forth in this Amendment, the terms and conditions of the Original Agreement, together with all other documents referenced therein including the Exhibits, remain in full force and effect.
7. By executing this Amendment, each party represents that he or it have been given the opportunity to fully review, comprehend and negotiate the terms of this Amendment.  Each party understands the terms of this Amendment, and freely and voluntarily signs it.

IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment, effective as of the Amendment Effective Date.
ERIC SHUMAN        HOUGHTON MIFFLIN HARCOURT COMPANY  
 
/s/ Eric Shuman
  By:
/s/ Lawrence K. Fish
 
 
   
     Lawrence K. Fish
 
 
   
 
 
Date:              March 9, 2016         Title: Chairman  
 
  Date:              March 10, 2016
 
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EXHIBIT 10.3





March 9, 2016

Joseph P. Abbott, Jr.
117 West Avenue
Darien, CT  06820


Dear Joe:

We are pleased to confirm our offer of employment with Houghton Mifflin Harcourt Publishing Company (the “Company” or “HMH”).  You will work as the Executive Vice President, Chief Financial Officer of the Company and Houghton Mifflin Harcourt Company (“Parent”), reporting to the Chief Executive Officer (“CEO”), working out of the Company’s Boston office. This offer letter summarizes the compensation and benefits we are offering and contains important information regarding employment with the Company. We acknowledge the successful completion of professional reference checks and a background investigation.
The existence of this letter and the terms and conditions of any offer and the matters contemplated hereby may represent material non-public information and are to be treated in the strictest confidence and, except as may be required by applicable law, should not be disclosed by you to any person whatsoever (other than your representatives who need to know such information and have been apprised of its confidential nature and agreed to treat such information in accordance herewith) without the Company's prior written consent.
Your employment will begin on March 14, 2016 or on another date to which we mutually agree.  You will be compensated with a salary at the rate of $520,000 per annum, subject to applicable payroll taxes and withholdings.  Your base salary shall be subject to annual review for increases (but not decreases) by the Parent Board of Directors and/or the Compensation Committee thereof (“Parent Board”) in its discretion.  Paydays are every other Friday.
You will be eligible to participate in the bonus plan applicable to employees at your level within the Company. Your target bonus under such bonus plan will be 100% of your base salary paid during the relevant plan year. The Company's bonus plans, and payment under such plans, are operated at the discretion of the Plan Administrators and are subject to change from year to year.

Additionally, you will receive an equity award under the terms of Parent’s 2015 Omnibus Incentive Plan (the "Equity Plan") of restricted stock units (“New Hire RSUs”) with respect to that number of shares of Parent common stock having a fair market value equal to $500,000 on the grant date.  The New Hire RSUs will vest in equal installments on each of the first three anniversaries of the date of the grant, subject to your continued employment with the Company.  The specific vesting schedule and other terms of the New Hire RSUs will be set forth in an award agreement substantially in the form attached hereto as Exhibit A and will be subject to the terms and conditions of such agreement and the Equity Plan .  In accordance with Parent’s Equity Grant Policy, the grant date for the New Hire RSUs will be the business day that is three business days following the date on which Parent first releases quarterly earnings information following both your first day of employment and the approval of the award.

You will also be granted an option (“New Hire Option”) to purchase shares of Parent common stock under the terms of the Equity Plan having a Black-Scholes value on the date of grant of $2,000,000 at a strike price per share equal to the fair market value of a share of Parent common stock on the date of grant as
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determined under the terms of the Equity Plan.  The New Hire Option will vest in equal installments on each of the first four anniversaries of the date of grant, subject to your continued employment with the Company.  The specific vesting schedule and other terms of the New Hire Option will be set forth in an award agreement substantially in the form attached hereto as Exhibit B and will be subject to the terms and conditions of such agreement and the Equity Plan.  The Black-Scholes model utilized by Parent in calculating the value on the date of grant is subject to assumptions determined by Parent in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, Stock Compensation . In accordance with Parent’s Equity Grant Policy, the grant date for the New Hire Option will be the business day that is three business days following the date on which Parent first releases quarterly earnings information following both your first day of employment and the approval of the award.

Subject to Parent Board approval, you will also be eligible for future long-term incentive awards commencing in 2017 at the discretion of the Parent Board and subject to the terms and conditions of the Company’s annual long-term incentive program as it may exist from time to time.  For purposes of illustration, Parent’s 2014 and 2015 long-term incentive programs both provided for a 40/60 split of time-based and performance-based restricted stock units, respectively.

You will be eligible to participate in the HMH Holdings (Delaware), Inc. Change in Control Severance Plan at the Level of a Tier 1 Employee (as defined in such plan) and in the Company’s ELT Severance Plan at the level of a Tier 1 Employee (as defined in such plan), and in accordance with the terms and conditions thereof.  Copies of these plans are enclosed for your reference.

Additionally, the Company will cover the costs associated with your ongoing professional development that is reasonably acceptable to both you and the Company.

This is a Boston, Massachusetts based position and requires you to consistently work full-time from the Boston office.  Enclosed is a relocation package describing the relocation benefits for which you will be eligible, as modified by this paragraph. Prior to your relocation (and for no longer than 12 months from your date of hire), the Company will provide you with temporary living assistance as set forth in the relocation package. Your receipt of relocation benefits is contingent on your signing and returning the Relocation Repayment Agreement form included in the package.

You will be eligible for up to 20 vacation days annually, which will be pro-rated in 2016 based on your start date.  Vacation time is accrued on a monthly basis.  For a calculation of the exact amount of vacation time for which you are eligible this year, please refer to the HMH Employee Guide or contact your HR Business Partner.  In addition, you may be eligible for paid Company holidays and occasional absence days as described in the Employee Guide.

You will be eligible to participate in the Company’s employee benefit programs.  If you choose to enroll, unless otherwise described in the terms of any employee benefit plan, benefits coverage will commence on the first day of the month, following 30 days from your start date.  In order to participate in any of the Company’s employee benefit programs, you must complete the enrollment process for such programs within your first 30 days of employment.

Your employment with the Company will be “At-Will,” meaning that either you or the Company may terminate the employment relationship for any reason or no reason, at any time, with or without notice.  Nothing in this letter should be interpreted as creating an employment contract between you and the Company.

I have enclosed several documents that you must complete and bring with you, along with proper identification, to Human Resources on your first day: an Indemnification Agreement, a Confidentiality and Intellectual Property Agreement, a Non-Competition and Non-Solicitation Agreement, a federal W-4 form, a state W-4 form, a borrowed vacation agreement and an Emergency Contact Information form.

You will be receiving a separate email with instructions on how to initiate the electronic I-9 work authorization process.  Your work authorization documentation will need to be reviewed within three days
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of your start date.  Your HR Representative will review these documents with you and complete the process.

By accepting this offer of employment, you agree that during your employment with the Company, you will abide by all Company policies and standards of conduct. Any violation of the Company’s policies or standards of conduct may be grounds for immediate termination from employment.

By accepting this offer of employment, you represent that you are not bound by any employment contract, non-competition agreement, restrictive covenant or other restriction preventing you from entering employment with or performing your job responsibilities for the Company, or which is any way inconsistent with the terms of this letter.

This letter sets forth the terms of your employment with the Company and supersedes any prior oral or written communications.  To accept this offer of employment, please sign and return a copy of this letter to us by March 10.  Your signature below indicates that you understand and agree to the terms set forth in this letter.  If you do not return this letter to us by March 10 this offer will expire.  Please scan and e-mail this offer letter, with your signature, to my attention at bridgett.paradise@hmhco.com .  Handwritten changes to this letter are not valid unless authorized and signed by me. If you have any questions, please call me directly at 617-351-3400.

We are very enthusiastic about you joining Houghton Mifflin Harcourt Publishing Company.  We look forward to working with you and hope that our relationship proves to be a mutually rewarding one.




Cordially,                                                          
                                                  

/s/ Bridgett Paradise

Bridgett Paradise
EVP Human Resources & Chief People Officer



Agreed to and accepted:

/s/ Joseph P. Abbott, Jr.
March 10, 2016
Signature
Date


 

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EXHIBIT 99.1

Houghton Mifflin Harcourt Appoints Joseph P. Abbott, Jr. as Chief Financial Officer
Eric Shuman to Retire as CFO, Assist in Transition

BOSTON – March 10, 2016 – Global learning company Houghton Mifflin Harcourt (NASDAQ: HMHC) (HMH) today announced that Joseph P. Abbott, Jr. will succeed Eric Shuman, who will be retiring from his role as the company’s Chief Financial Officer (CFO). The change will be effective March 14, 2016 and Shuman will stay on in an advisory capacity until July 1, 2016 to ensure a smooth transition.
“Eric has led HMH’s global finance function during a time of major transformation. He has been a trusted advisor and strategic partner since I joined HMH five years ago, playing an instrumental role in the formative corporate milestones that have influenced the solid financial position HMH is in today,” said Linda K. Zecher, President and Chief Executive Officer, HMH. “I would like to thank Eric for his contributions to HMH and wish him all the best in his retirement.”
Shuman joined HMH in 2009 as Chief Operating Officer and was appointed CFO in 2011. In his time at HMH, he has spearheaded the company’s financial transformation, including a major financial restructuring, HMH’s 2013 initial public offering, multiple strategic acquisitions and more. Prior to joining HMH, his long track record included a variety of leadership roles with Thomson Lifelong Learning Group and Thomson Learning, including Chief Executive Officer and Chief Financial Officer. Eric began his career at Coopers & Lybrand (now PwC) where he became Partner of the General Audit Practice, working with clients from start-ups to the Fortune 100 across a variety of industries.
“I am proud to have played a part in the evolution and financial success of an institution like Houghton Mifflin Harcourt. I have been fortunate to work with a talented and passionate team,”   said Shuman. “I look forward to working with Joe to ensure a seamless transition, and beyond that, to spend more time with family and enjoy other pursuits.”
Abbott joins HMH from Morgan Stanley where as an investment banker in the Global Media and Communications Group, he led the firm’s advisory of clients in the education content and information services sectors. He has been involved in many important transactions within the education sector over the last ten years and brings a diverse combination of strategic, financial and investor relations expertise.
“We are thrilled to welcome Joe to HMH where his deep insight and knowledge of our industry and unique investor perspective will position him well to execute on our financial vision and continue to deliver shareholder value,” continued Zecher.
Prior to Morgan Stanley, Abbott served as an officer in the United States Navy where he held leadership roles aboard a ballistic missile submarine and as an assistant professor of Naval Science at Northwestern University. He received his M.B.A. from the Kellogg School of Management and a B.S. from the United States Naval Academy.


About Houghton Mifflin Harcourt
Houghton Mifflin Harcourt (NASDAQ:HMHC) is a global learning company dedicated to changing people’s lives by fostering passionate, curious learners. As a leading provider of pre-K–12 education content, services, and cutting-edge technology solutions across a variety of media, HMH enables learning in a changing landscape. HMH is uniquely positioned to create engaging and effective educational content and experiences from early childhood to beyond the classroom.  HMH serves more than 50 million students in over 150 countries worldwide, while its award-winning children's books, novels, non-fiction, and reference titles are enjoyed by readers throughout the world. For more information, visit www.hmhco.com .
Follow HMH on Twitter , Facebook and YouTube .
Contact:
Investor Relations
Rima Hyder
Vice President, Investor Relations
(617) 351-3309
rima.hyder@hmhco.com


Media Relations
Bianca Olson
Senior Vice President, Corporate Affairs
(617) 351-3841 | (646) 932-1241
bianca.olson@hmhco.com

Forward Looking Statements
This news release may contain certain statements that are not historical facts, including information regarding our intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth, strategies, the industry in which we operate and potential business decisions.  Those statements constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from the results expressed in or implied by our forward-looking statements, including, but not limited to, changes in state and local education funding and/or related programs, legislation and procurement processes; adverse or worsening economic trends or the continuation of current economic conditions; changes in consumer demand for, and acceptance of, our products; industry cycles and trends; conditions and/or changes in the publishing industry; and other factors discussed in our news releases, public statements and/or filings with the U.S. Securities and Exchange Commission, including our most recent Annual and Quarterly Reports on Form 10-K and Form 10-Q. We undertake no obligation, and do not expect, to publicly update or publicly revise any forward-looking statement, whether as a result of new information, future events or otherwise.