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Delaware
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1-15787
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13-4075851
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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200 Park Avenue, New York, New York
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10166-0188
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(Address of Principal Executive Offices)
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(Zip Code)
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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 (see General Instruction A.2. below):
☐ 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 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Item 8.01
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Other Events.
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Item 9.01
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Financial Statements and Exhibits
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10.1
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10.2
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99.1
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METLIFE, INC.
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By:
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/s/ Jeannette N. Pina
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Name:
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Jeannette N. Pina
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Title:
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Vice President and Secretary
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•
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base salary you earn during 2019 or later;
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•
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your 2018 AVIP award paid in 2019 and any later AVIP awards; and
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•
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any payouts for stock-based long-term incentives in 2019 or later, such as your 2016-2018 or later Performance Shares or Performance Units, your Restricted Stock Unit or Restricted Unit tranches vesting in 2019 or later, and any proceeds from your exercise of Stock Options or Unit Options.
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1.
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Immigration support to help you maintain your authorization to work in the United States for the duration of your employment with MetLife Group, and/or support for a Green Card application.
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2.
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Professional tax services by MetLife Group’s chosen tax provider for assistance in preparing your personal income tax returns for periods that contain any date through December 31, 2019, to ensure complete and consistent treatment and disclosure of final relocation matters and past Tax Equalization payments. MetLife Group may elect to have its chosen tax advisor prepare one or more of your tax returns in subsequent years if MetLife Group, in its sole discretion, deems it necessary or advisable to do so.
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3.
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A final shipment of your household goods, as specified in the LOU, so long as the shipment takes place on or before December 31, 2019. Notwithstanding that MetLife Group provides this benefit to you after December 31, 2018, MetLife Group will make you whole for any taxes on this benefit, consistent with its current policy.
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4.
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In the event you purchase a home in the U.S. by December 31, 2019, MetLife Group will provide you with home purchase support comprised of assistance with your selection of a mortgage through its chosen relocation vendor. MetLife will reimburse you for reasonable closing costs on your home purchase up to U.S. $120,000.
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1.
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Full and final settlement
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2.
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Employment termination and settlement conditions
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(a)
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Your employment with MetLife UAE shall end on April 30, 2019 ("
End Date
"). You shall commence employment with MetLife Group, Inc. on May 1, 2019.
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(b)
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You will receive your normal salary and MetLife UAE benefits, subject to their terms, through the End Date. To the extent applicable, you agree that your statutory notice period of three months shall be reduced pursuant to Article 59(3) of the Dubai International Financial Centre ("
DIFC
") Employment Law no 4 of 2005 as amended ("
DIFC Employment Law
") with the effect that your employment with MetLife UAE shall end on the End Date.
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(c)
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Your participation in all MetLife UAE benefits plans will cease as of the End Date, subject to the terms of such plans, and you will be eligible to participate in the standard medical, dental and other welfare plans sponsored by MetLife Group, Inc. subject to the terms of such plans. Your UAE paid time off (“PTO”) will be applied to MetLife Group, Inc. PTO.
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(d)
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Regardless of any other terms of this Agreement, any of your rights under each of the following shall continue in force: (i) your Letter of Understanding of June 13, 2017 as amended by Amendment 1; (ii) your MetLife stock-based long-term incentive awards; (iii) the Alico Overseas Pension Plan; (iv) the MetLife Deferred Compensation Plan for Globally Mobile Employees; any (v) any option you have to convert your group life insurance policy to an individual life insurance policy. Your rights under any Company product you have purchased independent from your employment will not be affected by any terms of this Agreement.
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(e)
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The payments set out in this Agreement represent all and any payments which may be due to you up to and including the End Date, and in accordance with all applicable legislation including the DIFC Employment Law.
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(f)
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There are no outstanding monies by way of compensation or salary, expenses or other sums whatsoever due to you from the Company either in respect of your employment by the Company, its termination, or in respect of any matters associated therewith.
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(g)
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You have no claims or rights of action whatsoever against the Company or its or their directors, officers, employees, or agents arising out of your employment, its termination or otherwise and you have not presented or brought and will not present or bring any complaint, proceedings, actions or claim in the DIFC, or United Arab Emirates ("
UAE
") or worldwide.
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(h)
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You hereby irrevocably waive any rights you may have in respect of any claims or rights of action whatsoever and the Company shall be immediately deemed fully and irrevocably released in connection thereto. You confirm that the amounts provided for in this Agreement constitute valid consideration in respect of the claims waived.
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(i)
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You confirm that you have chosen to receive benefits pursuant to (a) the Alico Overseas Pension Plan; and (b) the MetLife Deferred Compensation Plan for Globally Mobile Employees instead of an end of service gratuity payment as permitted pursuant to Article 62(5) of the DIFC Employment Law.
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(j)
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You will fully co-operate with the Company as directed in order to cancel your UAE residence visa and work permit.
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(k)
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You fully understand the terms of this Agreement and that the Company has given you reasonable opportunity to raise any questions or concerns that you may have.
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2.2
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In the event of any delay in cancelling your residence visa and work permit, you acknowledge and agree that you will not be entitled to any additional payments over and above the payments detailed in this Agreement (which are calculated up to the End Date).
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3.
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Counterparts
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3.1
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This Agreement may be executed in any number of counterparts, each of which, when executed shall constitute a duplicate original, but all the counterparts shall together constitute the one Agreement.
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4.
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Governing law and jurisdiction
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4.1
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This Agreement shall be construed and governed by the laws of the DIFC and any laws of the UAE having effect in DIFC.
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4.2
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Any dispute arising out of or in connection with this Agreement shall be settled by the exclusive jurisdiction of courts in the State of New York, U.S.A.
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5.
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Execution
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||||
Signed:
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American Life
Insurance Company
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Signed:
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/s/ Michel Khalaf
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Michel Khalaf
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By:
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/s/ Edward Spehar
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American Life Insurance Company Title:
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Chairman, Chief Executive Officer and Treasurer
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Date:
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2/27/2019
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Date:
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March 4, 2019
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Contacts:
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For Media:
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Ashia Razzaq
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MetLife
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(212) 578-1538
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For Investors:
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John Hall
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MetLife
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(212) 578-7888
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