-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Psq/TgCpz2x3mnZXq4xl5EJPM7uJ/F0ZhCs/t+bx2JZtGl8HezNE0y41c58exxcg yLGQ2BY0ofalzvmpo7zA+A== 0000009626-05-000186.txt : 20050815 0000009626-05-000186.hdr.sgml : 20050815 20050815143353 ACCESSION NUMBER: 0000009626-05-000186 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050815 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050815 DATE AS OF CHANGE: 20050815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANK OF NEW YORK CO INC CENTRAL INDEX KEY: 0000009626 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 132614959 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06152 FILM NUMBER: 051025600 BUSINESS ADDRESS: STREET 1: ONE WALL ST 10TH FL CITY: NEW YORK STATE: NY ZIP: 10286 BUSINESS PHONE: 212-495-1784 MAIL ADDRESS: STREET 1: ONE WALL STREET 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10286 8-K 1 r8k81505.txt 8-K 1 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): August 9, 2005 THE BANK OF NEW YORK COMPANY, INC. ---------------------------------- (exact name of registrant as specified in its charter) NEW YORK -------- (State or other jurisdiction of incorporation) 001-06152 13-2614959 --------- ---------- (Commission file number) (I.R.S. employer identification number) One Wall Street, New York, NY 10286 ----------------------------- ----- (Address of principal executive offices) (Zip code) 212-495-1784 ------------ (Registrant's telephone number, including area code) 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)) 2 Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. On August 9, 2005, the Board of Directors of The Bank of New York Company, Inc. (the "Company") elected Richard C. Vaughan a member of the Company's Board of Directors effective October 10, 2005. Mr. Vaughan is expected to serve on the Risk, Audit and Examining and Pension Committees. A press release announcing the election was issued on August 15, 2005, a copy of which is being filed as Exhibit 99.1 to this Form 8-K and which is incorporated herein by reference in its entirety. Mr. Vaughan, 55, was Executive Vice President and Chief Financial Officer of Lincoln Financial Group from 1995 until his retirement in May 2005. He has served as a director of DaVita Inc. since May 2005. ITEM 9.01 Financial Statements and Exhibits --------------------------------- Index to and Description of Exhibits (c) Exhibit Description ------- ----------- 99.1 Press release dated August 15, 2005 announcing the election of Mr. Vaughan as a member of the Company?s Board of Directors. 3 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 hereunto duly authorized. Dated: August 15, 2005 THE BANK OF NEW YORK COMPANY, INC. (Registrant) By: /s/ Thomas J. Mastro ------------------------- Name: Thomas J. Mastro Title: Comptroller EX-99 2 rex9981505.txt EX 99.1 Contact: Jeep Bryant 212-635-1569 For Immediate Release Richard Vaughan to Join The Bank of New York Company, Inc. Board of Directors NEW YORK, August 15, 2005 - The Bank of New York Company, Inc. today announced that Richard C. Vaughan has been elected to the Boards of Directors of The Bank of New York Company, Inc., and its principal subsidiary, The Bank of New York, effective October 10, 2005. Mr. Vaughan is expected to serve on the Risk, Audit and Examining and Pension Committees. Mr. Vaughan served as executive vice president and chief financial officer of Lincoln Financial Group from 1995 until his retirement in May 2005. He joined Lincoln in July 1990 as senior vice president and chief financial officer of Lincoln National's Employee Benefits Division. In June 1992, he was appointed chief financial officer for the corporation. He was promoted to executive vice president in January 1995. He was previously employed with EQUICOR from September 1988 to July 1990, where he served as a vice president in charge of public offerings and insurance accounting. Prior to that, Mr. Vaughan was a partner at KPMG Peat Marwick in St. Louis, from July 1980 to September 1988. "We are fortunate to have the benefit of Rich's experience and insight as he joins our corporate board," said Chairman and Chief Executive Officer Thomas A. Renyi. "He brings extensive expertise in financial management and a keen understanding of the financial services industry." Mr. Vaughan holds a bachelor's degree in accounting from the University of Missouri. A Certified Public Accountant (CPA), his professional affiliations include the American Institute of Certified Public Accountants and the Pennsylvania Institute of Certified Public Accountants. Mr. Vaughan joined the DaVita, Inc. Board of Directors in May 2005 where he chairs its audit committee. He also served on the Board of Directors of Oxford Health Plans, Inc., and was chair of Oxford's Audit Committee when it was acquired by United Health Plans in July 2004. Other recent board and committee activities include: Chairman of the Philadelphia Museum of Art's Corporate Executive Board 2003-2005, Chairman of the Board of the YMCA of Philadelphia and Vicinity 2003-2005, Moody's Financial Institutions CFO Council 2003-2004 and Standard & Poor's Insurance Ratings CFO Roundtable 2002-2005. The Bank of New York Company, Inc. (NYSE: BK) is a global leader in providing a comprehensive array of services that enable institutions and individuals to move and manage their financial assets in more than 100 markets worldwide. The Company has a long tradition of collaborating with clients to deliver innovative solutions through its core competencies: securities servicing, treasury management, investment management, and individual & regional banking services. The Company's extensive global client base includes a broad range of leading financial institutions, corporations, government entities, endowments and foundations. Its principal subsidiary, The Bank of New York, founded in 1784, is the oldest bank in the United States and has consistently played a prominent role in the evolution of financial markets worldwide. Additional information is available at www.bankofny.com. ***** -----END PRIVACY-ENHANCED MESSAGE-----