FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a - 16 or 15d - 16 of
the Securities Exchange Act of 1934
For the
month of October
HSBC Holdings plc
42nd
Floor, 8 Canada Square, London E14 5HQ, England
(Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F).
Form
20-F X Form 40-F
(Indicate
by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934).
Yes
No X
(If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
).
25
October 2022
HSBC HOLDINGS PLC ANNOUNCES GEORGES ELHEDERY APPOINTED AS GROUP
CHIEF FINANCIAL OFFICER AND EXECUTIVE DIRECTOR, GREG GUYETT
APPOINTED CEO OF GBM - EWEN STEVENSON TO STEP DOWN
HSBC
Holdings plc (the 'Company') announces that Georges Elhedery is
appointed Group Chief Financial Officer (CFO) and an Executive
Director of the Board of Directors (the 'Board') from
1 January 2023. Greg Guyett is appointed Chief Executive of
Global Banking and Markets (GBM), effective immediately. Ewen
Stevenson will be stepping down as Group CFO and Executive Director
on 31 December 2022 and will leave HSBC in April 2023.
HSBC
has made significant changes over the last three years. It is now
more efficient and more competitive. The leadership has
repositioned the business by exiting underperforming and
non-strategic portfolios, maintaining a tight grip on costs, and
investing in areas of growth. HSBC is strongly committed to
disciplined strategy execution, cost control and improving
profitability. The bank is now well placed to accelerate its
financial performance and deliver strong returns for
shareholders.
As the
bank approaches the end of its three-year transformation programme,
the Board has taken the opportunity to review the composition of
the Group Executive Committee with a particular focus on long-term
succession planning. As a consequence, and having considered the
recommendation of the Group Chief Executive, the Board has approved
the appointment of a new Group Chief Financial Officer and the
consolidation of the leadership of Global Banking and Markets into
one role.
Noel
Quinn, Group Chief Executive of HSBC, said:
"Georges
is an exceptional leader with strong experience of leading a global
business and a major geographic region. He has a track record of
driving growth and managing change, and brings a strong focus on
execution. He also has the necessary technical and strategic
capabilities to take on the role of Group CFO and to continue the
delivery of the Board's strategy.
"Greg
has valuable experience both outside and, since late 2018, inside
HSBC, and has done a great job leading Global Banking and Markets
during Georges' recent sabbatical. I'm delighted that he will be
the CEO of Global Banking and Markets.
"I want
to pay tribute to Ewen's achievements and professionalism during
his time with us and to thank him for his thoughtful and
significant contribution to HSBC through a period of considerable
change. He has been instrumental in materially repositioning the
Bank's strategy and performance, whilst also transforming the
Finance function. He also helped drive our efforts to be a more
inclusive bank on disability. We wish him all the best for his
future career."
Mark
Tucker, Group Chairman, said:
"My
fellow directors and I welcome Georges to the Board and
congratulate Greg on his appointment. We would like to thank Ewen
for all he has done for the bank. His leadership, financial
expertise and operational rigour have been invaluable to HSBC, and
he leaves with our very best wishes."
Ewen
Stevenson, Group Chief Financial Officer, said:
"It has been an absolute privilege to be part of the senior team
leading a fundamental turnaround of the operating performance of
HSBC over recent years. I would like to warmly thank my
colleagues and friends who have made my time at the bank so
fulfilling. I have strong confidence in the future of HSBC, and
wish Noel, Georges and the rest of the senior leadership team well
as they continue to deliver the strategy of the
bank."
The
appendix contains a summary of the terms relating to Mr Stevenson's
departure from HSBC and the terms for Mr Elhedery. These financial
terms are in line with HSBC's shareholder approved Directors'
Remuneration Policy.
For and
on behalf of
HSBC Holdings plc
Aileen
Taylor
Group
Company Secretary and Chief Governance Officer
Supplementary information
Mr
Stevenson, aged 56, joined HSBC on 1 December 2018 and was
appointed to the Board as Group Chief Financial Officer and
Executive Director in January 2019.
Save as
disclosed above and in the Appendix, there are no other matters
concerning the resignation of Mr Stevenson that need to be brought
to the attention of the shareholders of the Company.
Mr
Elhedery, aged 48, served on the board of The Saudi British Bank, a
company listed on the Saudi Stock Exchange, from 11 December 2016
to 1 September 2019. He has not held any other directorships in any
other publicly listed company, whether in London, Hong Kong or
overseas, during the previous five years.
Mr
Elhedery does not have any relationship with any directors, senior
management, substantial or controlling shareholders of the Company.
As at the date of this announcement, Mr Elhedery is interested in
1,557,297 shares of the Company, representing approximately 0.008%
of the issued shares of the Company, within the meaning of Part XV
of the Securities and Futures Ordinance of Hong Kong.
The
appendix contains a summary of the terms relating to Mr Stevenson's
departure from HSBC and the terms for Mr Elhedery. These financial
terms are in line with HSBC's Directors' Remuneration Policy, which
was approved by shareholders at the 2022 Annual General
Meeting.
There
are no matters relating to the appointment of Mr Elhedery that need
to be disclosed pursuant to Listing Rule 9.6.13(2) to (6) of the
Listing Rules of the Financial Conduct Authority. Save as disclosed
above and in the Appendix, there is no other information required
to be disclosed pursuant to Rule 13.51(2) of the Rules Governing
the Listing of Securities on The Stock Exchange of Hong Kong
Limited.
Notes to editors:
1. Professional qualifications of Mr Elhedery:
●
Degree in Engineering, École Polytechnique, Paris,
France
●
Postgraduate degree in Statistics and Economics, École
Nationale de la Statistique et de l'Administration Économique
(ENSAE), France
2. HSBC career history and other appointments of Mr
Elhedery:
●
Co-CEO of Global Banking and Markets - March 2020 to
date
●
Global Head of Markets - March 2019 to February 2020
● CEO
Middle East, North Africa and Turkey - July 2016 to February
2019
● Head
of Global Banking and Markets, Middle East and North Africa - 2014
to July 2016
● Head
of Global Markets and Head of Capital Financing, Middle East and
North Africa - 2013 to 2014
● Head
of Global Markets, Middle East and North Africa - 2010 to
2013
3. The Board of Directors of HSBC Holdings plc as at the date of
this announcement comprises:
Mark
Tucker*, Noel Quinn, Geraldine Buckingham†, Rachel
Duan†, Carolyn Julie
Fairbairn†, James Anthony
Forese†, Steven
Guggenheimer†, José
Antonio Meade Kuribreña†, Eileen K
Murray†, David
Nish†, Ewen
Stevenson and Jackson Tai†.
*
Non-executive Group Chairman
† Independent non-executive
Director
4. The HSBC Group
HSBC
Holdings plc, the parent company of HSBC, is headquartered in
London. HSBC serves customers worldwide from offices in 63
countries and territories in its geographical regions: Europe,
Asia, North America, Latin America, and Middle East and North
Africa. With assets of US$2,992bn at 30 September 2022, HSBC is one
of the world's largest banking and financial services
organisations.
Appendix
Ewen
Stevenson steps down from the Board and as Group CFO on 31 December
2022 and ceases employment with the Company on 30 April 2023 ('the
Departure Date'). Mr Stevenson will receive a payment of up to
£417,885 from the Company in lieu of his base salary and
pension allowance from the Departure Date until 25 October
2023, which is the date on which his notice period ceases. The
payment in lieu of notice will be paid shortly following the
Departure Date. He will also receive his fixed pay allowance in
respect of the unserved notice period.
Mr
Stevenson will be eligible to be considered for an annual incentive
award in respect of the 2022 performance year, subject to an
assessment of the relevant performance measures and his
contribution over the year. Any award will be disclosed in the
directors' remuneration report. Mr Stevenson will not be eligible
for a Long Term Incentive ('LTI') award in respect of the 2022
performance year, or any annual incentive award in respect of the
2023 performance year.
Mr
Stevenson has been granted Good Leaver status, in accordance with
the respective plan rules, in respect of the deferred awards and
the LTI awards that he holds that are due to vest after the
Departure Date. His Good Leaver status is conditional upon him not
taking up a role with a defined list of competitor financial
services firms for a year from his Departure Date.
As a
Good Leaver his deferred share awards will continue to vest and be
released on their scheduled vesting dates, subject to the relevant
terms (including post-vesting retention periods, malus and, where
applicable, clawback). Any vesting of his LTI awards will be
pro-rated for the period up to the Departure Date and will be
subject to the relevant terms (including post-vesting retention
periods, malus and, where applicable, clawback).
In
addition to the above, the Company will make a contribution towards
Mr Stevenson's legal fees incurred in connection with his departure
arrangements. In line with the Directors' Remuneration Policy, Mr
Stevenson will also be entitled to receive medical cover, tax and
legal advice for a period of up to seven years from the Departure
Date in relation to services provided to the Company. Mr Stevenson
will continue to be covered by the Company's D&O insurance and
will benefit from an indemnity in respect of third party
liabilities.
Mr
Stevenson will receive no other compensation or payment for the
termination of his service agreement or his ceasing to be a
director of the Company or any other Group company.
The
above information is provided in compliance with section 430(2B) of
the Companies Act 2006.
Georges
Elhedery's appointment as an Executive Director will be commencing
on 1 January 2023 and will continue thereafter subject to a 12
month notice period on either side, subject to election at the next
annual general meeting of the Company. His remuneration as
Executive Director and Group CFO of the Company will consist of a
base salary of £780,000 per annum, a fixed pay allowance of
£1,085,000 per annum and a pension allowance of £78,000
per annum equal to 10% of his base salary. He will also receive
benefits in accordance with our approved Directors' Remuneration
Policy.
Share
awards made to Mr Elhedery prior to his appointment will continue
subject to their existing terms. For 2023 and future
performance years, Mr Elhedery will be eligible to be considered
for discretionary variable pay according to the terms of our
approved Directors' Remuneration Policy.
Media enquiries to:
UK
|
|
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Kirsten
Smart
|
+44 (0)
7725 733 311
|
pressoffice@hsbc.com
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Gillian
James
|
+44 (0)
7584 404 238
|
|
HK
|
|
|
Aman
Ullah
|
+852
394 11120
|
aspmediarelations@hsbc.com.hk
|
SIGNATURE
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, thereunto duly authorized.
HSBC
Holdings plc
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By:
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Name:
Aileen Taylor
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Title:
Group Company Secretary and Chief Governance Officer
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Date:
25 October 2022
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