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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 1, 2023
ARES MANAGEMENT CORPORATION
(Exact Name of Registrant as Specified in Charter)
| | | | | | | | | | | | | | |
| Delaware | | 001-36429 | | 80-0962035 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067
(Address of principal executive office) (Zip Code)
(310) 201-4100
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, 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))
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Class A common stock, par value $0.01 per share | ARES | New York Stock Exchange |
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. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective as of January 1, 2023, the board of directors (the “Board”) of Ares Management Corporation (the “Company”) appointed Ashish Bhutani as a Class II director to fill the one vacancy on the Board. Mr. Bhutani will serve as a director until his successor is duly elected and qualified or until the earlier of his death, resignation or removal. The Board has determined that Mr. Bhutani meets the requirements for independence under the applicable listing standards of the New York Stock Exchange and the Securities and Exchange Act of 1934, as amended. Mr. Bhutani has been appointed to the Conflicts Committee of the Board and will receive the customary compensation for non-executive directors of the Company. Mr. Bhutani also entered into the Company’s standard indemnification agreement for non-executive directors.
Mr. Bhutani was the Chairman of Lazard Asset Management (“LAM”) and Vice Chairman of Lazard Ltd, LAM’s parent company until December 31, 2022. He served as the Chief Executive Officer of LAM from 2004 through June 1, 2022. Mr. Bhutani served on the Board of Directors of Lazard Ltd from 2010 through June 1, 2022. As of November 30, 2022, Lazard Ltd’s preliminary assets under management totaled approximately $221.0 billion, across a wide range of global, regional and country-specific strategies – both traditional and alternative – in listed equity and fixed income. Prior to joining Lazard Ltd in 2003, Mr. Bhutani worked at Wasserstein Perella Group and its successor company, Dresdner Kleinwort Wasserstein, where he was Co-Chief Executive Officer, North America, and a member of the Global Executive Committee from 2001 through 2002. Mr. Bhutani served as Deputy Chairman of Wasserstein Perella Group and Chief Executive Officer of Wasserstein Perella Securities from 1994 to 2001. Mr. Bhutani joined Wasserstein Perella Group in 1989, after starting his career at Salomon Brothers in 1985. Mr. Bhutani is active in a number of philanthropic organizations, primarily focused on hunger relief and education. He is a Board member of City Harvest and a Board member of Children’s Aid. Mr. Bhutani is also a member of the Council on Foreign Relations. Mr. Bhutani holds a Bachelor of Science from Concordia College and a Master of Business Administration from Pace University.
There are no arrangements or understandings between Mr. Bhutani and any other persons pursuant to which he was elected as a member of the Board. There are no family relationships between Mr. Bhutani and any director, executive officer, or any person nominated or chosen by the Company to become a director or executive officer. Mr. Bhutani is not a party to any current or proposed transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
A copy of the press release announcing the appointment of Mr. Bhutani as a director of the Company is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| | | | | | | | |
| Exhibit Number | | Description |
| | Press release of Ares Management Corporation, dated January 5, 2023 |
| 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.
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| | | | ARES MANAGEMENT CORPORATION |
| | | | |
| Date: January 5, 2023 | | | |
| | | | |
| | | By: | /s/ Jarrod Phillips |
| | | Name: | Jarrod Phillips |
| | | Title: | Chief Financial Officer |
Ares Management Corporation Appoints Ashish Bhutani to Its Board of Directors
NEW YORK—January 5, 2023—Ares Management Corporation (NYSE: ARES) (“Ares”) announced today that Ashish Bhutani has joined its Board of Directors (the “Board”) as an independent director. With Mr. Bhutani’s appointment, the Board now comprises 11 members, including six independent directors.
Mr. Bhutani is a longstanding executive in the global asset management industry with over 25 years of experience. Most recently, Mr. Bhutani served as Chairman and Chief Executive Officer of Lazard Asset Management (“LAM”), Vice Chairman of Lazard Ltd (“Lazard”), LAM’s parent company, and was a member of the Board of Directors of Lazard from 2010 through June 1, 2022. As of November 30, 2022, Lazard managed approximately $221.0 billion of assets across a wide range of global, regional and country-specific strategies – both traditional and alternative – in listed equity and fixed income. Prior to joining Lazard in 2003, Mr. Bhutani worked at Wasserstein Perella Group and its successor company, Dresdner Kleinwort Wasserstein, where he was Co-Chief Executive Officer, North America, and a member of the Global Executive Committee from 2001 through 2002. Mr. Bhutani served as Deputy Chairman of Wasserstein Perella Group and Chief Executive Officer of Wasserstein Perella Securities from 1994 to 2001. Mr. Bhutani joined Wasserstein Perella in 1989, after starting his career at Salomon Brothers in 1985.
“Throughout his career, Ashish has been a transformative leader in building and managing global asset management businesses,” said Tony Ressler, Executive Chairman and Co-Founder of Ares. “With his demonstrated leadership in driving innovative and entrepreneurial cultures, we are confident that Ashish will bring invaluable experience, strategic vision and diverse insights to support Ares in its continued growth.”
“Ashish brings deep industry knowledge, capital markets expertise and senior management experience to our Board,” said Michael Arougheti, Chief Executive Officer and President of Ares. “We are pleased to continue to enhance the diverse representation on our Board, and we look forward to leveraging Ashish’s perspective and unique skillset as we seek to advance our differentiated position within the alternative investment landscape, while continuing to deliver significant shareholder value.”
“I am excited to join the Ares Board of Directors at such a significant inflection point for the business,” said Mr. Bhutani. “Ares has established a very strong reputation in the global market today and I look forward to collaborating with my colleagues to support the Firm’s strategic plans for continued expansion and product development.”
Mr. Bhutani is active in a number of philanthropic organizations, primarily focused on hunger relief and education. He is a Board member of City Harvest and a Board member for Children’s Aid. Mr. Bhutani is also a member of the Council on Foreign Relations. He holds a Bachelor of Science from Concordia College and a Master of Business Administration from Pace University.
About Ares Management Corporation
Ares Management Corporation (NYSE: ARES) is a leading global alternative investment manager offering clients complementary primary and secondary investment solutions across the credit, private equity, real estate and infrastructure asset classes. We seek to provide flexible capital to support businesses and create value for our stakeholders and within our communities. By collaborating across our investment groups, we aim to generate consistent and attractive investment returns throughout market cycles. As of September 30, 2022, Ares Management Corporation's global platform had approximately $341 billion of assets under management, with over 2,450 employees operating across North America, Europe, Asia Pacific and the Middle East. For more information, please visit www.aresmgmt.com.
Forward-Looking Statements
Statements included herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future events or our future performance or financial condition. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission. Ares Management Corporation undertakes no duty to update any forward-looking statements.
Contacts
Media:
Brittany Cash, +1 212-301-0347
media@aresmgmt.com
Investors:
Carl Drake, +1 888-818-5298
cdrake@aresmgmt.com
