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
February 4, 2010
Date of Report (Date of earliest event reported)
NYSE Euronext
(Exact name of registrant as specified in its charter)
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Delaware
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001-33392
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20-5110848 |
(State or other jurisdiction
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(Commission
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(IRS Employer |
of incorporation)
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File Number)
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Identification No.) |
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11 Wall Street |
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New York, New York
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10005 |
(Address of principal executive offices)
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(Zip Code) |
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Registrants telephone number, including area code: (212) 656-3000
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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ITEM 5.02 |
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DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. |
(d) On February 4, 2010, the Board of Directors of NYSE Euronext (the Company), acting upon
the recommendation of the Governance & Nominating Committee, appointed Mr. Robert G. Scott to join
the Board as an independent Director, subject to regulatory approval. Mr. Scott will also join the
Companys Audit Committee.
Mr. Scott was formerly President, COO and a Director of Morgan Stanley until December 2003,
and he continues as an advisory director of the company. Mr. Scott was named CFO of Morgan Stanley
Dean Witter at the time of the merger between Morgan Stanley and Dean Witter and became president
and COO in 2001. Mr. Scott joined Morgan Stanley in 1970 and became a managing director in 1979.
Mr. Scott is a trustee of Williams College and a member of the Advisory Council of the
Stanford University Graduate School of Business. Mr. Scott is currently a director of Genpact, a
publicly traded business process outsourcing company located in India and a member of the board of
trustees of the New York Presbyterian Hospital. Mr. Scott is a trustee of the Naples Children and
Education Foundation.
Mr. Scott received his BA in economics from Williams College in 1968 and his MBA from the
Stanford University Graduate School of Business in 1970.
Mr. Scott will, for his service on the Board and committees of the Board, receive the same
compensation payable by the Company to its other non-employee directors for their service on the
Board and committees (provided that his initial annual payment shall be pro rated from the date of
the appointment to the date of the 2010 annual meeting of shareholders) and will be provided with
the same indemnification/reimbursement of expenses made available by the Company to its other
non-employee directors. See the Companys proxy statement filed March 2, 2009 for a discussion on
compensation of directors.