Aegon to move legal seat to Delaware and overhaul board
Key Changes and Governance Overhaul
May 28 (Reuters) - Dutch insurer Aegon said on Thursday it would move its legal seat to Delaware and proposed a new governance framework as part of a larger effort to move its headquarters to the U.S. and rebrand into Transamerica.
Shareholder Structure and Rebranding
The company also said its largest shareholder, Vereniging Aegon, would be renamed Vereniging Aegon Americas and that it would retain its existing ownership position in Aegon, currently at 18.4% on a proforma basis.
Proposed Key Changes
Board Structure and Elections
• Phased removal of Aegon’s staggered board structure with annual elections for all directors beginning in 2030
• Majority voting in uncontested elections and plurality voting in contested elections
Capital Structure Simplification
• Simplification of the capital structure with the elimination of Common Shares B and Special Cause voting by converting all B-shares held by Vereniging Aegon on a 1:40 basis into a single class of common stock
• Authorisation of a new class of preferred stock
Charitable Activities and Donations
• Vereniging Aegon’s current charitable activities in the Netherlands will be transferred to a new, Dutch-based organisation
• Vereniging Aegon will donate €500 million ($580 million) to this new fund
Currency Exchange Rate
($1 = €0.8626)
Reporting Credits
(Reporting by Jakob Van Calster in Gdansk, editing by Milla Nissi-Prussak)
