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):
January 8, 2016
BLACK KNIGHT FINANCIAL SERVICES, INC.
(Exact name of Registrant as Specified in its Charter)
001-37394
(Commission File Number)
Delaware
(State or Other Jurisdiction of 
Incorporation or Organization)
 
36-4798491
(IRS Employer Identification Number)
601 Riverside Avenue
Jacksonville, Florida 32204
(Addresses of Principal Executive Offices)

(904) 854-5100
(Registrant's Telephone Number, Including Area Code)
(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:
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.

William P. Foley, II, a director of Black Knight Financial Services, Inc. (“Black Knight”) and Chairman of the Board entered into an amended and restated employment agreement, dated January 8, 2016, with Black Knight to continue to serve as Executive Chairman of Black Knight. Mr. Foley’s employment agreement has a three-year term, with a provision for automatic annual extensions. The employment agreement provides that Mr. Foley will receive a base salary of no less than $600,000 per year from Black Knight, and will be eligible for an annual incentive target bonus opportunity of 250% of his Black Knight annual base salary, with actual amounts paid subject to performance. Mr. Foley will also be eligible to receive future Black Knight equity incentive awards. Mr. Foley’s employment agreement with Black Knight also provides for certain payments upon various termination events, such as a termination other than for cause or by Mr. Foley for good reason.

 






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
 
 
 
 
 
Black Knight Financial Services, Inc.
 
Date:
January 11, 2016
By:  
/s/ Michael L. Gravelle
 
 
 
 
Name:  
Michael L. Gravelle
 
 
 
 
Title:  
Executive Vice President, General Counsel and Corporate Secretary