Attached files
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| EX-10.1 - FORM OF LETTER AGREEMENT - Jefferies Financial Group Inc. | mm03-0410_8ke101.htm |
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): March 1,
2010
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LEUCADIA
NATIONAL CORPORATION
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(Exact
Name of Registrant as Specified in Its Charter)
|
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NEW
YORK
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(State
or Other Jurisdiction of Incorporation)
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1-5721
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13-2615557
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(Commission
File Number)
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(IRS
Employer Identification No.)
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315
PARK AVENUE SOUTH,
NEW
YORK, NEW YORK
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10010
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(Address
of Principal Executive Offices)
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(Zip
Code)
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212-460-1900
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(Registrant's
Telephone Number, Including Area 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:
|_|
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 Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
(e) On
March 1, 2010, upon the recommendation of Chairman of the Board and President of
Leucadia National Corporation (the “Company”) and the Company’s Compensation
Committee, the Board of Directors authorized the Company to enter into an
agreement with Mr. Justin R. Wheeler, a Vice President and named executive
officer of the Company. The agreement provides that Mr. Wheeler will
be entitled to receive a payment of $2,500,000 (the “Payment”) if at anytime
during the five year period expiring March 1, 2015, a “Change of Control”
(defined as occurring if neither Mr. Cumming nor Mr. Steinberg is the Chief
Executive Officer of the Company) occurs, so long as Mr. Wheeler is an executive
officer of the Company at that time.
A copy of the form of the agreement is
filed herewith as exhibit 10.1 and is incorporated herein by
reference.
Item
9.01. Financial
Statements and Exhibits
(c) Exhibits
10.1 Form
of Letter Agreement, dated March 1, 2010, between the Corporation and Justin R.
Wheeler.
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SIGNATURES
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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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Date: March
4, 2010
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LEUCADIA
NATIONAL CORPORATION
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By:
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/s/ Joseph
A. Orlando
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Name:
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Joseph
A. Orlando
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Title:
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Vice
President and Chief Financial
Officer
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US_ACTIVE:\43315545\02\76830.0146
Exhibit
Index
Item
9.01. Financial
Statements and Exhibits
(c) Exhibits
10.1 Form
of Letter Agreement, dated March 1, 2010, between the Corporation and Mr.
Wheeler.