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: |
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February
15, 2005 |
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(Date
of earliest event reported): |
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February
11, 2005 |
(Exact
name of registrant as specified in its charter)
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Delaware |
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1-6541 |
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13-2646102 |
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(State
or other jurisdiction of |
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(Commission |
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(I.R.S.
Employer |
|
incorporation
or organization) |
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File
Number) |
|
Identification
No.) |
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667
Madison Avenue, New York, N.Y. |
10021-8087 |
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(Address
of principal executive offices)
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(Zip
Code) |
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Registrant’s
telephone number, including area
code: |
(212)
521-2000 |
|
NOT
APPLICABLE |
|
(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 CRF
230.425) |
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[ ] |
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
1.01. |
Entry
into a Material Definitive
Agreement. |
On
February 11, 2005, the Compensation Committee of the Registrant’s Board of
Directors (“Compensation Committee”) approved an amendment to the employment
agreement between the Registrant and James S. Tisch, President and Chief
Executive Officer of the Registrant. The amendment extends the term of Mr.
Tisch’s employment Agreement for two years, through March 31, 2007, at a base
salary of $975,000 per year, which is unchanged from the salary provided for in
his current employment agreement.
On
February 11, 2005, the Registrant’s Board of Directors, upon the recommendation
of the Compensation Committee, approved an amendment to the employment agreement
between the Registrant and Andrew H. Tisch, Chairman of the Executive Committee
and a member of the Office of the President of the Registrant. The amendment
extends the term of Mr. Tisch’s employment agreement for two years, through
March 31, 2007, at a base salary of $975,000 per year, which is unchanged from
the salary provided for in his current employment agreement.
On
February 11, 2005, the Registrant’s Board of Directors, upon the recommendation
of the Compensation Committee, approved an amendment to the employment agreement
between the Registrant and Jonathan M. Tisch, Chairman and Chief Executive
Officer of Loews Hotels and a member of the Office of the President of the
Registrant. The amendment extends the term of Mr. Tisch’s employment agreement
for two years, through March 31, 2007, at a base salary of $975,000 per year,
which is unchanged from the salary provided for in his current employment
agreement.
On
February 11, 2005, the Registrant’s Board of Directors, upon the recommendation
of the Compensation Committee, approved an amendment to the employment agreement
between the Registrant and Preston R. Tisch, Chairman of the Board of the
Registrant. The amendment extends the term of Mr. Tisch’s employment agreement
for two years, through March 31, 2007, at a base salary of $950,000 per year,
which is unchanged from the salary provided for in his current employment
agreement.
On
February 11, 2005, the Compensation Committee approved payment of annual
incentive awards granted in 2004 under the Registrant’s Incentive Compensation
Plan for Executive Officers to the following executive officers: P.R. Tisch -
$200,000; A.H. Tisch - $800,000; J.S. Tisch - $800,000; J.M. Tisch - $800,000;
and Arthur L. Rebell, Senior Vice President of the Registrant -
$1,000,000.
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.
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LOEWS
CORPORATION |
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(Registrant) |
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Dated: February
15, 2005 |
By: |
/s/
Gary W. Garson |
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|
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Gary
W. Garson |
|
|
|
Senior
Vice President |
| |
|
General
Counsel |
| |
|
and
Secretary |