8-K

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): August 1, 2020

AFFILIATED MANAGERS GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)


001-13459		04-3218510
(Commission File Number)		(IRS Employer Identification No.)

777 South Flagler Drive, West Palm Beach, Florida 33401

(Address of Principal Executive Offices)

(800) 345-1100

(Registrant’s Telephone Number, Including Area Code)

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 (see General Instruction A.2. below):

☐

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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock ($0.01 par value)	AMG	New York Stock Exchange
5.875% Junior Subordinated Notes due 2059	MGR	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 1, 2020, Mr. Patrick T. Ryan, Chairman of the Board of Affiliated Managers Group, Inc. (the “Company”), notified the Company of his decision to resign from the Board of Directors, effective immediately. A copy of the press release announcing the foregoing is furnished as Exhibit 99.1 hereto.

ITEM 9.01

Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Description

99.1		Press Release issued by the Company on August 3, 2020.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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.


	AFFILIATED MANAGERS GROUP, INC.

Date: August 3, 2020	By:	/s/ David M. Billings
	Name:	David M. Billings
	Title:	General Counsel and Secretary

EX-99.1

Exhibit 99.1

LOGO


		Investor Relations:		Anjali Aggarwal
		Media Relations:		Jonathan Freedman
				(617) 747-3300
				ir@amg.com
				pr@amg.com

AMG Announces Resignation of Patrick T. Ryan from its Board of Directors

WEST PALM BEACH, August 3, 2020 – Affiliated Managers Group, Inc. (NYSE: AMG) today announced that Patrick T. Ryan has decided to resign from its Board of Directors, effective immediately.

Mr. Ryan has served on AMG’s Board for 15 years and currently serves as Chairman and Chief Executive Officer of Press Ganey Associates LLC, a high growth healthcare technology and services company which was recently acquired by Leonard Green & Partners and Ares Management.

“On behalf of our Board and AMG’s management team, we thank Pat for his service and longstanding commitment to the Company,” stated Jay C. Horgen, President and Chief Executive Officer of AMG. “We greatly appreciate the leadership, insight, and expertise that Pat has provided over the past 15 years, through multiple market cycles and the growth of AMG into a global investment management company.”

Mr. Ryan stated, “It has been an honor to work with Sean Healey and the Board over the past 15 years as both Lead Director and Board Chairman. Sean and his team built an incredible company. Current industry and market dynamics are rapidly evolving and AMG’s management team needs full support from its Board Chairman which I simply don’t have time to provide given my role as Chairman and CEO of Press Ganey. Refreshing AMG’s Board will be helpful as management and the Board consider critical decisions in returning the Company to sustained growth.” Mr. Ryan went on to say, “I want to thank my fellow directors and wish the Company nothing but success.”

About AMG

AMG is a global asset management company with equity investments in leading boutique investment management firms. AMG’s strategy is to generate long-term value by investing in leading independent active investment managers, through a proven partnership approach, and allocating resources across the Company’s unique opportunity set to the areas of highest growth and return. AMG’s innovative partnership approach allows each Affiliate’s management team to own significant equity in their firm while maintaining operational autonomy. In addition, AMG provides centralized assistance to its Affiliates on strategy, marketing, distribution, and product development. As of June 30, 2020, AMG’s aggregate assets under management were approximately $638 billion, across a broad range of active, return-oriented strategies. For more information, please visit the Company’s website at www.amg.com.

Certain matters discussed in this press release may constitute forward-looking statements within the meaning of the federal securities laws, and could be impacted by a number of factors, including those described under the section entitled “Risk Factors” in our most recent Annual Report on Form 10-K, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. We undertake no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law. From time to time, AMG may use its website as a distribution channel of material Company information. AMG routinely posts financial and other important information regarding the Company in the Investor Relations section of its website at www.amg.com and encourages investors to consult that section regularly.

Document and Entity Information	Aug. 01, 2020
Document And Entity Information [Line Items]
Amendment Flag	false
Entity Central Index Key	0001004434
Document Type	8-K
Document Period End Date	Aug. 01, 2020
Entity Registrant Name	AFFILIATED MANAGERS GROUP, INC.
Entity Incorporation State Country Code	DE
Entity File Number	001-13459
Entity Tax Identification Number	04-3218510
Entity Address, Address Line One	777 South Flagler Drive
Entity Address, City or Town	West Palm Beach
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33401
City Area Code	(800)
Local Phone Number	345-1100
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Common Stock ($0.01 par value)
Trading Symbol	AMG
Security Exchange Name	NYSE
Five Point Eight Seventy Five Junior Subordinated Notes Due 2059 [Member]
Document And Entity Information [Line Items]
Security 12b Title	5.875% Junior Subordinated Notes due 2059
Trading Symbol	MGR
Security Exchange Name	NYSE