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) January 9, 2018
BERKSHIRE HATHAWAY INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
| DELAWARE | 001-14905 | 47-0813844 | ||
|
(STATE OR OTHER JURISDICTION OF INCORPORATION) |
(COMMISSION FILE NUMBER) |
(I.R.S. EMPLOYER IDENTIFICATION NO.) |
|
3555 Farnam Street Omaha, Nebraska |
68131 | |
| (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) | (ZIP CODE) |
(402) 346-1400
REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE
(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 (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. ☐
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
At a special meeting of the Board of Directors held on January 9, 2018, Gregory E. Abel and Ajit Jain were elected to the Board of Directors of Berkshire Hathaway Inc. (“Berkshire”) following the Board of Directors unanimous approval of a resolution to increase the number of members of the Board of Directors from the then current number of twelve to fourteen. There were no arrangements or understandings between either Mr. Abel or Mr. Jain and any of the members of Berkshire’s Board of Directors in connection with Mr. Abel’s and Mr. Jain’s election. At this date, there has been no determination as to what committees of the Board of Directors that Mr. Abel or Mr. Jain will be named.
Berkshire issued a press release announcing Mr. Abel’s and Mr. Jain’s election to Berkshire’s Board of Directors. A copy of the press release is attached as Exhibit 99.1.
ITEM 9.01 Financial Statements and Exhibits
| 99.1 | Press Release issued by Berkshire Hathaway Inc. dated January 10, 2018 |
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.
| January 10, 2018 | BERKSHIRE HATHAWAY INC. | |||||
| /s/ Marc D. Hamburg | ||||||
| By: | Marc D. Hamburg | |||||
| Senior Vice President and Chief Financial Officer | ||||||
EXHIBIT 99.1
BERKSHIRE HATHAWAY INC.
NEWS RELEASE
| FOR IMMEDIATE RELEASE | January 10, 2018 |
Omaha, NE (BRK.A; BRK.B) –
On January 9, 2018, Berkshire Hathaway Inc.’s Board of Directors voted to increase the number of directors comprising the entire Board of Directors from twelve to fourteen. Gregory E. Abel and Ajit Jain were then elected to serve as Directors to fill the resulting vacancies on the Board of Directors. In connection with their election to the Board of Directors, Warren E. Buffett, Berkshire Hathaway’s Chairman and CEO, appointed Mr. Abel to be Berkshire Hathaway’s Vice Chairman – Non-Insurance Business Operations and Mr. Jain to be its Vice Chairman – Insurance Operations.
Mr. Abel joined Berkshire Hathaway Energy Company in 1992 and currently serves as its Chairman and CEO. Mr. Jain joined the Berkshire Hathaway Insurance Group in 1986 and currently serves as Executive Vice President of National Indemnity Company with overall responsibility for leading Berkshire’s reinsurance operations.
Mr. Buffett and Charles T. Munger, Vice Chairman of Berkshire Hathaway will continue in their existing positions, including being responsible for significant capital allocation decisions and investment activities. Mr. Buffett is scheduled to be interviewed later today at 8:00 a.m. Eastern Time on CNBC’s Squawk Box at which time he will provide additional information regarding the appointments of Mr. Abel and Mr. Jain to Berkshire Hathaway’s Board of Directors and their new roles at Berkshire Hathaway.
About Berkshire
Berkshire Hathaway and its subsidiaries engage in diverse business activities including insurance and reinsurance, utilities and energy, freight rail transportation, finance, manufacturing, retailing and services. Common stock of the company is listed on the New York Stock Exchange, trading symbols BRK.A and BRK.B.
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Contact
Marc D. Hamburg
402-346-1400