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: June 26, 2020
(Date of earliest event reported: June 23, 2020)
Revlon, Inc.
(Exact Name of Registrant as Specified in its Charter)
|
Delaware
|
1-11178
|
13-3662955
|
|
(State or Other Jurisdiction
of Incorporation)
|
(Commission
File Number)
|
(I.R.S. Employer
Identification No.)
|
|
One New York Plaza
New York, New York
|
10004
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
(212) 527-4000
(Registrant’s telephone number, including area code)
None
(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 (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) or 12(g) of the Act:
|
|
Title of each class
|
Trading
Symbol(s)
|
Name of each exchange on
which registered
|
|
|
|
|
|
|
Revlon, Inc.
|
Class A Common Stock
|
REV
|
New York Stock Exchange
|
Indicate by check mark whether each 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) in Rule 12b-2 of the Exchange Act.
|
|
Emerging Growth Company
|
|
Revlon, Inc.
|
Yes ☐ No ☒
|
If an emerging growth company, indicate by check mark if the registrants have 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.
Mr. Paul Savas resigned as a director of Revlon, Inc. (the “Company”) effective on June 23, 2020. He did so after MacAndrews & Forbes learned about
and notified the Company that in May 2020, Mr. Savas had failed to comply with the Company’s processes and procedures with respect to a related party transaction. The transaction in question involved a requested accelerated payment by the Company to
MacAndrews & Forbes in the amount of $5,142,128 relating to insurance services. As previously disclosed by the Company, MacAndrews & Forbes purchases services, such as insurance, from third party providers on behalf of the Company. The
payment has been returned to the Company and will instead be paid by the Company in installments under the existing arrangements with MacAndrews & Forbes. The Company is performing a review of existing policies surrounding related party
transactions and will make enhancements as appropriate. Mr. Savas has also resigned from all of his MacAndrews & Forbes-related positions.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
|
REVLON, INC.
|
|
|
|
|
|
|
|
By:
|
/s/ Michael T. Sheehan
|
|
|
|
Michael T. Sheehan
|
|
|
|
Senior Vice President, Deputy General Counsel & Secretary
|
June 26, 2020