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
February 9, 2010 (February 8,
2010)
Date of Report (Date of earliest event reported)
INVESTMENT TECHNOLOGY GROUP, INC.
(Exact name of registrant as specified in its charter)
|
Delaware |
|
001-32722 |
|
95-2848406 |
|
(State or other jurisdiction of |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
|
incorporation) |
|
|
|
|
|
|
|
|
|
|
|
380 Madison Avenue |
|
10017 |
||
|
(Address of principal executive offices) |
|
(Zip Code) |
||
Registrant’s telephone number, including area code: (212) 588-4000.
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
On February 9, 2010, Investment Technology Group, Inc. (the “Company”) (NYSE: ITG) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference, announcing that Steven S. Wood has been appointed to its Board of Directors as of February 8, 2010. With the appointment of Mr. Wood, the Company’s Board of Directors has seven members. The Board has appointed Mr. Wood to the Compensation Committee of the Board of Directors.
Mr. Wood is currently the Global Head of Trading at Schroders Investment Management, the London-based asset management firm with over $222 billion in assets under management. He will be retiring from Schroders next month. Prior to joining Schroders in 2002, Mr. Wood spent 28 years at J.P. Morgan in a variety of roles, including head of European and Asian trading in the asset management division. Mr. Wood also serves as Chairman of the Investment Managers Association Trading Committee.
Mr. Wood is not currently engaged, and has not during the last fiscal year been engaged, in any transactions with the Company or its subsidiaries that are required to be disclosed under Item 404(a) of Regulation S-K, nor have any such transactions been proposed.
Mr. Wood will participate in the Company’s Directors’ Equity Subplan and in the Company’s Directors’ Retainer Fee Subplan, each of which is described in the Company’s Definitive Proxy Statement filed on March 25, 2009.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release issued by Investment Technology Group, Inc. on February 9, 2010.
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.
|
|
INVESTMENT TECHNOLOGY GROUP, INC. |
|
|
|
|
|
|
Dated: February 9, 2010 |
By: |
/s/ P. Mats Goebels |
|
|
|
P. Mats Goebels |
|
|
|
Managing Director, General Counsel, and |
|
|
|
Duly Authorized Signatory of Registrant |