Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective as of January 1, 2023, the board of directors (the "Board") of Ares
Management Corporation (the "Company") appointed Ashish Bhutani as a Class II
director to fill the one vacancy on the Board. Mr. Bhutani will serve as a
director until his successor is duly elected and qualified or until the earlier
of his death, resignation or removal. The Board has determined that Mr. Bhutani
meets the requirements for independence under the applicable listing standards
of the New York Stock Exchange and the Securities and Exchange Act of 1934, as
amended. Mr. Bhutani has been appointed to the Conflicts Committee of the Board
and will receive the customary compensation for non-executive directors of the
Company. Mr. Bhutani also entered into the Company's standard indemnification
agreement for non-executive directors.
Mr. Bhutani was the Chairman of Lazard Asset Management ("LAM") and Vice
Chairman of Lazard Ltd, LAM's parent company until December 31, 2022. He served
as the Chief Executive Officer of LAM from 2004 through June 1, 2022. Mr.
Bhutani served on the Board of Directors of Lazard Ltd from 2010 through June 1,
2022. As of November 30, 2022, Lazard Ltd's preliminary assets under management
totaled approximately $221.0 billion, across a wide range of global, regional
and country-specific strategies - both traditional and alternative - in listed
equity and fixed income. Prior to joining Lazard Ltd in 2003, Mr. Bhutani worked
at Wasserstein Perella Group and its successor company, Dresdner Kleinwort
Wasserstein, where he was Co-Chief Executive Officer, North America, and a
member of the Global Executive Committee from 2001 through 2002. Mr. Bhutani
served as Deputy Chairman of Wasserstein Perella Group and Chief Executive
Officer of Wasserstein Perella Securities from 1994 to 2001. Mr. Bhutani joined
Wasserstein Perella Group in 1989, after starting his career at Salomon Brothers
in 1985. Mr. Bhutani is active in a number of philanthropic organizations,
primarily focused on hunger relief and education. He is a Board member of City
Harvest and a Board member of Children's Aid. Mr. Bhutani is also a member of
the Council on Foreign Relations. Mr. Bhutani holds a Bachelor of Science from
Concordia College and a Master of Business Administration from Pace University.
There are no arrangements or understandings between Mr. Bhutani and any other
persons pursuant to which he was elected as a member of the Board. There are no
family relationships between Mr. Bhutani and any director, executive officer, or
any person nominated or chosen by the Company to become a director or executive
officer. Mr. Bhutani is not a party to any current or proposed transaction with
the Company for which disclosure is required under Item 404(a) of Regulation
S-K.
Item 7.01 Regulation FD Disclosure.
A copy of the press release announcing the appointment of Mr. Bhutani as a
director of the Company is furnished as Exhibit 99.1 to this Current Report on
Form 8-K.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto,
is being furnished and shall not be deemed to be "filed" for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed
incorporated by reference into any filing under the Securities Act of 1933, as
amended, except as shall be expressly set forth by specific reference in such a
filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Number Description
99.1 Press release of Ares Management Corporation, dated January 5, 2023
Cover Page Interactive Data File (embedded within the Inline XBRL
104 document)
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