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): December 1, 2005
METLIFE, INC.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-15787 13-4075851
--------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
200 Park Avenue, New York, New York 10166-0188
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
212-578-2211
--------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
N/A
--------------------------------------------------------------------------------
(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))
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
On December 1, 2005, MetLife, Inc., a Delaware corporation (the "Company"),
announced the effective dates of retirement of its Chairman and Chief Executive
Officer, Robert H. Benmosche. Benmosche will retire as Chief Executive Officer
on March 1, 2006, and as Chairman of the Board on April 25, 2006, following the
Company's Annual Shareholder Meeting.
On December 1, 2005, the Company's Board of Directors elected C. Robert
Henrikson, age 58, currently the Company's President and Chief Operating
Officer, as President and Chief Executive Officer of the Company, effective
March 1, 2006. The Board also elected Henrikson as its Chairman, effective at
the conclusion of the Company's 2006 Annual Shareholder Meeting on April 25,
2006. Henrikson became President and Chief Operating Officer in June 2004.
Previously, he was President of the Company's U.S. Insurance and Financial
Services businesses from July 2002 to June 2004. He served as President of
Institutional Business of the Company from September 1999 to July 2002 and
President of Institutional Business of Metropolitan Life Insurance Company, an
insurance and financial services company and wholly-owned subsidiary of the
Company, from May 1999 through June 2002. Henrikson is a director of The
Travelers Insurance Company and The Travelers Life and Annuity Company, both
insurance companies and wholly-owned subsidiaries of the Company. Henrikson is
also a director of MetLife Bank, N.A.
No determination has been made regarding whether the change in Henrikson's
responsibilities will cause the Company to amend his Amended and Restated
Employment Continuation Agreement, the form of which was previously filed as
exhibit 10.9 to the Company's Annual Report on Form 10-K for the year ended
December 31, 2001.
A copy of the press release issued by the Company on December 1, 2005
announcing the dates of Benmosche's retirement and the election of Henrikson to
succeed Benmosche is attached hereto as exhibit 99.1 and is incorporated herein
by reference. The Company previously announced on April 26, 2005, Benmosche's
plans to retire in the spring of 2006 and the identification of Henrikson as his
successor. This press release was filed as exhibit 99.1 to the Company's Current
Report on Form 8-K on April 28, 2005.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Press release of MetLife, Inc., dated December 1, 2005,
announcing details of executive succession.
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.
METLIFE, INC.
By: /s/ Gwenn L. Carr
-------------------------------------------
Name: Gwenn L. Carr
Title: Senior Vice-President and Secretary
Date: December 2, 2005
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT
-------- -------
99.1 Press release of MetLife, Inc., dated December 1, 2005,
announcing details of executive succession.