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EX-99.1 - EXHIBIT 99.1 - Travelport Worldwide LTDt1700216_ex99-1.htm

 

 

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 26, 2017 (January 23, 2017)

  

 

 

Travelport Worldwide Limited

(Exact name of Registrant as specified in its charter)

  

 

 

Bermuda 001-36640 98-0505105
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation)   Identification Number)

 

Axis One, Axis Park

Langley, Berkshire, SL3 8AG,
United Kingdom

(Address of principal executive
office)

 

Registrant's telephone number, including area code +44-1753-288-000

 

N/A

(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:

 

¨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

 

Effective March 1, 2017, Gavin Baiera has resigned from our Board of Directors (the “Board”), as well as the Compensation Committee and Nominating and Corporate Governance Committee of our Board. Mr. Baiera has no disagreement with the Company’s operations, policies or practices.

 

On January 23, 2017, our Board appointed John B. Smith to our Board effective March 1, 2017. In connection with such appointment, Mr. Smith will be paid $200,000 per year as compensation for his service as a member of the Board, in a mix of $75,000 in cash and $125,000 in time-based restricted share units, consistent with the compensation paid to the other members of our Board.

 

A copy of the press release issued in connection with Mr. Baiera’s resignation and Mr. Smith’s appointment is attached hereto as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

The following exhibits are filed as part of this report:

 

Exhibit No.   Description
     
99.1   Press Release dated January 26, 2017.

 

 

 

 

SIGNATURE

 

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.

 

  TRAVELPORT WORLDWIDE LIMITED
   
  /s/ Rochelle Boas
  Rochelle Boas
  Senior Vice President and Secretary

 

Date: January 26, 2017

 

 

 

 

TRAVELPORT WORLDWIDE LIMITED

CURRENT REPORT ON FORM 8-K

Report Dated January 26, 2017 (January 23, 2017)

 

EXHIBIT INDEX

 

99.1 Press Release dated January 26, 2017.