UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 22, 2012
Nationstar Mortgage LLC
(Exact Name of Registrant as Specified in Charter)
Delaware | 333-171370 | 75-2921540 | ||
(State or other jurisdiction | (Commission File Number) | (I.R.S. Employer | ||
of incorporation) | Identification Number) |
350 Highland Drive | ||
Lewisville, Texas | 75067 | |
(Address of principal executive offices) | (Zip code) |
(469) 549-2000
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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 | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Item 5.02 | Departure of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On
February 22, 2012, Nationstar Mortgage LLC (the Company) announced that on February 27,
2012, Harold Lewis, 51, will join the Company as President and Chief Operating Officer and David C.
Hisey, 50, will join the Company as Executive Vice President and
Chief Financial Officer. Mr. Lewis and Mr. Hisey will
serve in these roles in an acting capacity until all appropriate
regulatory approvals have been obtained, at which point each will
also be formally appointed to his respective position.
Mr. Lewis was previously the Chief Operating Officer at CitiMortgage, responsible for Operations,
Technology and key CitiMortgage functions. In this role, Mr. Lewis oversaw more than 9,000
employees and was also responsible for Customer Experience, Services, Agency Relations and
Re-engineering. Mr. Lewis joined CitiMortgage in April 2009 as head of the Citi Homeowner
Assistance Program. Prior to CitiMortgage, Mr. Lewis held executive positions at Fannie Mae for
seven years, most recently as Senior Vice President of National Servicing where he was responsible
for the management of 1,400 mortgage servicers. Mr. Lewis has also held senior management roles
with Resource Bancshares Mortgage Group, Nations Credit, Bank of America/Barnett Bank, Cardinal
Bank Shares and Union Planter National Bank. Mr. Lewis received his Bachelor of Science degree in
Business from Memphis State University.
Mr. Hisey was previously the Executive Vice President
and Deputy Chief Financial Officer for Fannie
Mae, a role he held since 2008. From 2005 to 2008 he served as Senior
Vice President and Controller for Fannie Mae. Prior to his most recent
assignment at Fannie Mae, he also briefly served as Executive Vice President and Chief Financial Officer. Prior to joining Fannie Mae, Mr. Hisey was Corporate Vice President
of Financial Services Consulting, Managing Director and practice leader of the Lending and Leasing
Group of BearingPoint, Inc., a management consulting and systems integration company. Prior to
joining BearingPoint in 2001, Mr. Hisey was an audit partner with KPMG, LLP; his tenure at KPMG
spanned 19 years from 1982 to 2001. He received a Bachelor of Business Administration degree in
Accounting from James Madison University and is a certified public accountant.
The Company approved the following compensation package for Mr. Lewis in his capacity as President
and Chief Operating Officer: (a) a cash salary of $450,000 per annum, (b) eligibility to
participate in the annual incentive compensation plan with an anticipated annual bonus equal to 20%
of the bonus pool (equal to 5% of the Companys operating cash flow), with a guaranteed bonus of
$1,150,000 for the 2012 fiscal year, (c) eligibility to participate in the Companys equity
incentive plan, with an initial opportunity equal to 35% of Mr. Lewis annual bonus, (d) an initial
equity grant with a value equal to $1,000,000, with such grant becoming exercisable over a three
year period from the date of grant, (e) a deferred cash award of $100,000, with such award vesting
12 months from Mr. Lewis date of hire, (f) a sign-on
bonus of $650,000, and (g) a relocation payment of $550,000.
The Company approved the following compensation
package for Mr. Hisey in his capacity as Chief Financial Officer: (a) a cash salary of $375,000 per annum, (b) eligibility to
participate in the annual incentive compensation plan with an anticipated annual bonus equal to 15%
of the bonus pool (equal to 5% of the Companys operating cash flow), with a guaranteed bonus of
$1,000,000 for the 2012 fiscal year, (c) eligibility to participate in the Companys equity
incentive plan, with an initial opportunity equal to 35% of Mr. Hisey annual bonus, (d) an initial
equity grant with a value equal to $1,000,000, with such grant becoming exercisable over a three
year period from the date of grant, and (e) a relocation allowance of $225,000, subject to
adjustment as timing and amounts are more clearly determined.
If either Mr. Lewis or Mr. Hisey voluntarily terminates his employment with the Company within two
years from his date of hire, he is required to reimburse the company for the sign-on bonus (in the
case of Mr. Lewis) and the relocation payment.
The Company plans to enter
into an employment agreement with each of Mr. Lewis and Mr. Hisey that provides that, upon
termination of employment by the Company without cause or by the executive for good reason, he will
receive a severance payment of 12 months base salary and 100% of the prior years actual bonus.
SIGNATURE
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 thereunto duly authorized.
Nationstar Mortgage LLC |
||||
Date: February 22, 2012 | By: | /s/ Jay Bray | ||
Jay Bray | ||||
President, Chief Executive Officer and Chief Financial Officer | ||||