jmpllc20200813_8ka.htm

  


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


FORM 8-K/A

 


CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 24, 2020

 


JMP Group LLC

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-36802

 

47-1632931

(State or Other

Jurisdiction of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

600 Montgomery Street, Suite 1100, San Francisco, California 94111 

(Address of principal executive offices, including Zip Code) 

 

(415) 835-8900

(Registrant’s Telephone Number, Including Area Code)

 

(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)) 

 

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

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Shares representing limited liability company interests in JMP Group LLC

JMP

New York Stock Exchange

JMP Group Inc. 7.25% Senior Notes due 2027

JMPNL

The Nasdaq Global Market

JMP Group LLC 6.875% Senior Notes due 2029

JMPNZ

The Nasdaq Global Market

 

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; Compensation Arrangements of Certain Officers and Other Events.

 

On July 30, 2020, JMP Group LLC (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) reporting that Carter Mack had stepped down as President of the Company. This Form 8-K/A amends the Original Form 8-K to include disclosure of the terms of the Company’s Transition and Release Agreement with Mr. Mack (the “Agreement”).

 

The Agreement provides for compensation and benefits to Mr. Mack in exchange for Mr. Mack’s transition services and compliance with the terms of the Agreement including the following: (a) base salary continuation through December 31, 2020; (b) the continuation of health benefits through January 1, 2022 and (c) the following three payments (i) eight hundred thousand dollars to be paid on February 28, 2021, (ii) four hundred thousand dollars to be paid on July 30, 2021, and (iii) four hundred thousand dollars to be paid on February 28, 2022. In addition, the Agreement includes a general release by Mr. Mack related to Mr. Mack’s employment with the Company.

 

The description of the Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the complete text of the Agreement. A copy of the Agreement will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending September 30, 2020.

 

 

 

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.

 

  

JMP GROUP LLC

 

 

 

 

 

 

 

 

Date:  August 14, 2020

By:

/s/ Walter Conroy

 

 

 

Walter Conroy

 

 

 

Chief Legal Officer