UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) Effective October 20, 2022, the Board of Directors (the “Board”) of Sabre Corporation (“Sabre”) elected Rachel Gonzalez as a director. There are no arrangements or understandings between Ms. Gonzalez and other persons pursuant to which she was selected as a director, and Ms. Gonzalez has not been appointed to any committees of the Board at this time. Ms. Gonzalez served as Executive Vice President, General Counsel, Law and Corporate Affairs of Starbucks Corporation, a premier roaster, marketer and retailer of specialty coffee, from 2018 to 2022, and as its Corporate Secretary from 2018 to 2021. Prior to joining Starbucks, Ms. Gonzalez served as Executive Vice President and Chief Administrative Officer of Sabre from May 2017 to March 2018, and as Sabre’s Executive Vice President and General Counsel from September 2014 to May 2017. Ms. Gonzalez serves as a director of Electronic Arts Inc., a digital interactive entertainment company, and as an observer to the Board of Directors of Vacasa, Inc., a vacation rental management platform. Sabre has not entered into any transactions with Ms. Gonzalez that would require disclosure pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
Ms. Gonzalez will participate in Sabre’s non-employee director compensation program. Currently under this program, she is entitled to receive a $90,000 annual retainer. In addition, currently under the program she is entitled to receive a one-time restricted stock unit award with a grant date value of $400,000, vesting ratably over four years from the date of grant, in connection with her election to the Board of Directors, and an annual restricted stock unit award on March 15 of each year with a grant date value of $160,000, vesting in full on the first anniversary of the date of grant.
A copy of the news release announcing the election of Ms. Gonzalez to Sabre’s Board is attached as Exhibit 99.1.
| Item 9.01. | Exhibits |
| (d) | Exhibits |
| 99.1 | Press Release, dated October 20, 2022. | |
| 104 | Cover Page Interactive Data File—formatted as Inline XBRL. | |
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.
| Sabre Corporation | ||||||
| Dated: October 20, 2022 | By: | /s/ Shawn Williams | ||||
| Name: Title: |
Shawn Williams | |||||
| Executive Vice President and Chief People Officer | ||||||
Exhibit 99.1
Sabre Elects Rachel Gonzalez to its Board of Directors
Former Sabre executive brings significant business, governance and legal acumen to the board
SOUTHLAKE, Texas – Oct. 20, 2022 – Sabre Corporation (NASDAQ: SABR), a leading software and technology provider that powers the global travel industry, today announced that the Company has elected Rachel Gonzalez to its board of directors, effective today.
“I look forward to having Rachel as a member of our Board of Directors, especially at such an exciting time for the company,” said Sean Menke, Chair and CEO of Sabre. “She brings not only a distinctive set of skills and experiences to our board, such as a strong business acumen and governance expertise, but also significant legal and regulatory experience. She also has a unique perspective as a former member of Sabre’s executive leadership team. She knows our history well. I am thrilled to be working with Rachel again.”
Gonzalez most recently served as the executive vice president, law & corporate affairs, and general counsel of Starbucks Coffee Corporation from 2018 to 2022 where she oversaw all aspects legal and regulatory affairs, ethics and compliance matters and global security and resilience programs, in addition to serving as a trusted advisor to the board and its executive leadership team. She brings vast experience having served on the executive leadership team at several complex global organizations.
With Gonzalez’ election to Sabre’s board, the Company has increased the size of its board to 11 directors.
About Rachel Gonzalez
As noted above, Gonzalez is the former executive vice president, law & corporate affairs, and general counsel of Starbucks Coffee Corporation. Departing Sabre in April 2018 to join Starbucks, she handled legal and regulatory affairs, global security, and ethics and compliance, in addition to acting as counselor to the board of directors and executive leadership. In her previous role at Sabre Corporation, Gonzalez led a global team responsible for human resources, corporate communications, legal strategy, regulatory affairs, corporate compliance, and government affairs. She joined Sabre in 2014 as Executive Vice President, General Counsel before her promotion to Chief Administrative Officer.
Prior to joining Sabre, Rachel served as Executive Vice President, General Counsel and Corporate Secretary with Dean Foods in Dallas, Texas. Previously, she was Senior Vice President and Group Counsel with Affiliated Computer Services. Earlier in her career, Gonzalez was a partner with the law firm of Morgan, Lewis & Bockius, where she focused on corporate finance, mergers &
acquisitions, SEC compliance and corporate governance. She serves on the board of Electronic Arts as a member of the Nominating and Governance Committee and previously served on the board of Dana Incorporated as a member of the Nominating and Governance Committee as well as Chair of the Compensation Committee. She also serves on the Advisory Board of PODER25, a sub-organization of the Hispanic National Bar Association.
About Sabre Corporation
Sabre Corporation is a leading software and technology Company that powers the global travel industry, serving a wide range of travel companies including airlines, hoteliers, travel agencies and other suppliers. The Company provides retailing, distribution and fulfilment solutions that help its customers operate more efficiently, drive revenue and offer personalized traveler experiences. Through its leading travel marketplace, Sabre connects travel suppliers with buyers from around the globe. Sabre’s technology platform manages more than $260B worth of global travel spend annually. Headquartered in Southlake, Texas, USA, Sabre serves customers in more than 160 countries around the world. For more information visit www.sabre.com.
SABR-F
Contacts:
Media
Kristin Hays
kristin.hays@sabre.com
sabrenews@sabre.com
Investors
Kevin Crissey
kevin.crissey@sabre.com
sabre.investorrelations@sabre.com