8-K

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

Date of Report (Date of earliest event reported): September 7, 2021

Invesco Ltd.

(Exact name of registrant as specified in its charter)

Bermuda	001-13908	98-0557567
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1555 Peachtree Street, N.E., Atlanta, Georgia	30309
(Address of principal executive offices)	(Zip Code)

(404) 892-0896

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, 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 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
Common stock, $.20 par value	IVZ	New York Stock Exchange

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; Compensatory Arrangements of Certain Officers.

(d)    On September 7, 2021, Invesco Ltd. (the “Company”) increased the size of its Board of Directors (the “Board”) from twelve to thirteen directors and appointed Mr. Christopher C. Womack as a Director effective as of October 13, 2021. The Board has appointed Mr. Womack as a member of each of the Audit, Compensation and Nomination and Corporate Governance committees effective concurrently with the commencement of his Board service.

Mr. Womack is the chairman, president and CEO of Georgia Power Company, a subsidiary of the Southern Company, one of the nation’s leading energy providers. Prior to being named to his current role in 2021, he served as executive vice president and president of external affairs for the Southern Company where he led overall external positioning and branding efforts. Mr. Womack joined the Southern Company in 1988 and has held several leadership positions within the Southern Company and its subsidiaries. He has served as executive vice president of external affairs at Georgia Power Company and senior vice president and senior production officer of Southern Company Generation, where he was responsible for generation for Georgia Power Company and Savannah Electric. He also served as senior vice president of human resources and chief people officer at the Southern Company. Mr. Womack is a member of the board of directors of Essential Utilities, Inc. He holds a bachelor’s degree from Western Michigan University and a master’s degree from American University.

The Board has determined that Mr. Womack is (i) an independent director under the New York Stock Exchange listing standards; (ii) meets the standards for independence and financial acumen for members of the Audit Committee under the New York Stock Exchange listing standards and (iii) satisfies the standards for independence for members of the Compensation Committee under the New York Stock Exchange listing standards.

Mr. Womack will receive the same compensation from the Company as the other non-employee members of the Board of Directors.

Item 7.01 Regulation FD Disclosure.

The Company issued a press release on September 7, 2021 announcing the appointment of Mr. Womack, which is furnished as Exhibit 99.1.

The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Subject Matter
99.1	Press release dated September 7, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Invesco Ltd.
By:	/s/ Robert H. Rigsby
	Robert H. Rigsby Managing Director – Corporate Legal and Assistant Secretary

Date: September 7, 2021

EX-99.1

Exhibit 99.1

	Press Release
	Chris Womack to join Invesco Ltd. Board of Directors Contact: Jeaneen Terrio Jeaneen.Terrio@invesco.com 917.714.0358

ATLANTA, SEPTEMBER 7, 2021 – Invesco Ltd. (NYSE: IVZ) announced today that Chris Womack will join its Board of Directors in early October. Mr. Womack serves as Chairman, President and CEO of Georgia Power Company, a subsidiary of the Southern Company, a leading energy company serving nine million customers through its subsidiaries. Mr. Womack will also join the Invesco Ltd. Board’s Audit, Compensation, Nomination and Corporate Governance committees.

“The Invesco Board remains committed to ensuring a slate of directors that is well-equipped to effectively oversee the company, support management in achieving our key strategies and objectives, and represent the interests of all shareholders,” said Rick Wagoner, Chair of the Invesco Ltd. Board of Directors. “We’re extremely pleased to have Chris join the Invesco Board. His extensive leadership experience and deep public policy background make him a strong addition and position him to make a great contribution to Invesco’s future success. His appointment is in line with the Board’s ongoing efforts to achieve an effective balance of expertise, experience, diversity and continuity, while welcoming fresh perspectives.”

“Chris’ experience in maintaining a sustainable energy environment, his focus on social justice and his strong community service align well with our ESG (environmental, social and governance) aspirations at Invesco,” said Marty Flanagan, President & CEO of Invesco. “Invesco will benefit from Chris’ strong leadership background, his focus on innovation and his ongoing work at Georgia Power to be a positive force in our communities.”

“It is a privilege and an honor to join the board of a company dedicated to helping its clients achieve a positive financial wellbeing and get more out of life,” said Mr. Womack. “The Invesco team’s dedication to providing outstanding service, experience and management is first class. I look forward helping make an impact for clients globally.”

Mr. Womack joined Southern Company in 1998 and held several leadership positions within the company and its subsidiaries. Prior to being named president of Georgia Power, he served as executive vice president and president of external affairs of Southern Company since 2009, leading overall external positioning and branding efforts, including the company’s public policy strategies and overseeing the company’s governmental and regulatory affairs, corporate communications initiatives and other external and strategic business engagements. He also previously served as executive vice president of external affairs at Georgia Power and senior vice president and senior production officer of Southern Company Generation, where he was responsible for generation for Georgia Power and Savannah Electric.

Mr. Womack has also served as senior vice president of human resources and chief people officer at Southern Company, as well as senior vice president of public relations and corporate services at Alabama Power Company. Prior to joining Southern Company, Mr. Womack worked for the US House of Representatives for then-Congressman Leon E. Panetta.

About Invesco Ltd.

Invesco Ltd. (ticker NYSE: IVZ) is a global independent investment management firm dedicated to delivering an investment experience that helps people get more out of life. Our distinctive investment teams deliver a comprehensive range of active, passive and alternative investment capabilities. With offices in more than 20 countries, Invesco managed $1.5 trillion in assets on behalf of clients worldwide as of June 30, 2021. For more information, visit www.invesco.com/corporate.

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Document and Entity Information	Sep. 07, 2021
Cover [Abstract]
Entity Address, State or Province	GA
Amendment Flag	false
Entity Central Index Key	0000914208
Document Type	8-K
Document Period End Date	Sep. 07, 2021
Entity Registrant Name	Invesco Ltd.
Entity Incorporation State Country Code	D0
Entity File Number	001-13908
Entity Tax Identification Number	98-0557567
Entity Address, Address Line One	1555 Peachtree Street, N.E
Entity Address, City or Town	Atlanta
Entity Address, Postal Zip Code	30309
City Area Code	(404)
Local Phone Number	892-0896
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common stock, $.20 par value
Trading Symbol	IVZ
Security Exchange Name	NYSE
Entity Emerging Growth Company	false