Other Information
−Removed: New Retention Agreements with Peter R.
−Removed: Orszag, Alexandra Soto and Christian A.
−Removed: Effective April 24, 2025, the Company entered into new retention agreements (the “Retention Agreements”) with Mr.
−Removed: Orszag and Ms.
−Removed: Soto (the “Named Executives”) relating to the continuation of employment in their respective roles with Lazard.
−Removed: The Retention Agreements replace Mr.
−Removed: Orszag’s and Ms.
−Removed: Soto’s prior retention agreements with Lazard.
−Removed: The Retention Agreements do not have fixed terms.
−Removed: The Retention Agreements continue to provide for annual base salaries and eligibility for discretionary annual bonuses.
−Removed: The Retention Agreement for Ms.
−Removed: Soto decreases the cash severance multiple from 2.0 to 1.5.
−Removed: The Retention Agreements also decrease (from two to one) the number of years of additional age and service credit under Lazard’s retiree healthcare benefit plans the Named Executive would receive upon a qualifying termination, and provide 12 months of continued health benefits.
−Removed: The Named Executives continue to be subject to post-termination restrictive covenants, including perpetual confidentiality and non-disparagement covenants, and the Retention Agreements extend the period of the non-competition and non-solicitation covenants to nine months following termination, while providing for injunctive relief for three months following termination.
−Removed: The foregoing summary of the Retention Agreements does not purport to be complete and is qualified in its entirety by the full text of each Retention Agreement, a copy of each of which is filed with this Form 10-Q.
−Removed: The Company also entered into a similar retention agreement with Mr.
−Removed: Weideman, effective April 24, 2025.
−Removed: A copy of the retention agreement with Mr.
−Removed: Weideman is filed with this Form 10-Q.
−Removed: Securities Trading Plans of Directors and Executive Officers
−Removed: On March 13, 2025 , Peter R.
−Removed: Orszag , the Company’s Chief Executive Officer and Chairman , adopted a trading plan for the sale of shares of the Company’s common stock, which is designated to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act.
−Removed: The plan expires on September 15, 2026 or upon the sale of the maximum number of shares under the trading plan.
−Removed: The aggregate number of shares to be sold under the plan is equal to 50% of the shares underlying equity awards that are scheduled to vest during the term of the plan, representing up to 226,003 shares of the Company’s common stock.
−Removed: Sales of the shares pursuant to the plan, together with any incremental sales to the Company, are intended to cover estimated taxes and other personal expenditures.
−Removed: During the three months ended March 31, 2025, no other director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “Non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408 of Regulation S-K.
+Added: During the three months ended June 30, 2025, no directors or officers of the Company entered into, modified or terminated , contracts, instructions or written plans for the sale or purchase of Lazard securities that were intended to satisfy the affirmative defense conditions of Rule 10b5-1 or that constituted non-Rule 10b5-1 trading arrangements (as defined in Item 408 of Regulation S-K of the Exchange Act).
3.1 Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report (File No.
76 unchanged sentences
10.18* Letter Agreement regarding Terms of Continued Employment, dated as of April 24, 2025, between Lazard, Inc.
+Added: Orszag (incorporated by reference to Exhibit 10.18 to the Registrant’s Quarterly Report on Form 10-Q (File No.
+Added: 001-32492) filed on April 30, 2025).
10.19* Amended and Restated Agreement relating to Retention and Noncompetition and Other Covenants, dated as of March 29, 2019, by and among the Registrant, Lazard Group LLC and Ashish Bhutani (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K (File No.
24 unchanged sentences
10.29* Letter Agreement regarding Terms of Continued Employment, dated as of April 24, 2025, between Lazard, Inc.
−Removed: and Alexandra Soto.
+Added: and Alexandra Soto (incorporated by reference to Exhibit 10.29 to the Registrant’s Quarterly Report on Form 10-Q (File No.
+Added: 001-32492) filed on April 30, 2025).
10.30* Letter Agreement regarding Terms of Continued Employment, dated as of April 24, 2025, between Lazard, Inc.
and Christian A.
+Added: Weideman (incorporated by reference to Exhibit 10.30 to the Registrant’s Quarterly Report on Form 10-Q (File No.
+Added: 001-32492) filed on April 30, 2025).
10.31* Form of Award Letter for Annual Grant of Deferred Stock Units to Non-Executive Directors (incorporated by reference to Exhibit 99.1 to the Registrant’s Current Report on Form 8-K (File No.
41 unchanged sentences
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 thereunto duly authorized.
−Removed: April 30, 2025
+Added: July 25, 2025
/s/ Mary Ann Betsch
5 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.