ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
On January 25, 2023, the Board of Directors (the "Board") of BGC Partners, Inc.
(the "Company") appointed Martin Laguerre to serve as a member of the Board,
effective January 25, 2023, for a term to expire at the 2023 Annual Meeting of
Stockholders of the Company, or until his successor is duly elected and
qualified. Mr. Laguerre was also appointed to the Audit, Compensation and
Environmental, Social and Governance Committees of the Board.
Mr. Laguerre, age 49, has broad experience in mergers and acquisitions,
investment strategy, and finance. From 2019 to 2022, Mr. Laguerre was Executive
Vice-President and Global Head of Private Equity and Managing Director Capital
Solutions at Caisse de dépôt et placement du Québec ("CDPQ"), a Canadian pension
fund. From 2016 to 2019, Mr. Laguerre was a Senior Principal at CPP Investment
Board (formerly CPPIB), a Canadian pension fund. From 2010 to 2016, Mr. Laguerre
was Managing Director at General Electric Power & Water where he was involved in
the firm's mergers and acquisitions and integration strategy for renewable
energy. Prior to joining General Electric, Mr. Laguerre held various corporate
roles at IPG Photonics Corporation, a U.S. manufacturer of fiber lasers, and at
DLJ, Credit Suisse, and Lehman Brothers Investment Banking in New York.
Representing CDPQ, Mr. Laguerre previously served as a board member of Sagen MI
Canada, a Canadian mortgage insurance provider. Representing CPP Investment
Board, Mr. Laguerre previously served as a board member of Cordelio Power Inc.,
a North American renewable energy operating company, of Auren Energia SA
(formerly Votorantim Energia), a Brazilian renewable energy holding company, and
of a joint venture in select North American onshore renewable power assets of
Enbridge Inc. Mr. Laguerre has been a CFA Charterholder from the CFA Institute
since 2000. Mr. Laguerre holds a Bachelor of Commerce from McGill University,
and an MBA from the University of Chicago's Booth School of Business. He is a
Desautels' Global Expert at McGill University's Desautels Faculty of Management.
The Board has determined that Mr. Laguerre meets the independence standards
under the Nasdaq Stock Market Rules for service on the Compensation and Audit
Committees and is able to read and understand fundamental financial statements,
and that Mr. Laguerre is an "audit committee financial expert," as such term is
defined in Item 407(d)(5) of Securities and Exchange Commission ("SEC")
Regulation S-K and a financially sophisticated audit committee member for
purposes of Rule 5605(c)(2)(A) of the Nasdaq Stock Market Rules.
There are no arrangements or understandings between Mr. Laguerre, and any other
person pursuant to which he was selected as a director, and there have been no
transactions since the beginning of the Company's last fiscal year, or currently
proposed transactions, regarding Mr. Laguerre that are required to be disclosed
by Item 404(a) of Regulation S-K.
Mr. Laguerre will be paid standard compensation for non-employee directors of
the Board as set forth under "Compensation of Directors" in our latest proxy
statement filed with the SEC.
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