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):  April 19, 2015

Affiliated Managers Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

(800) 345-1100

(Registrant’s Telephone Number, Including Area Code)

N/A

(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):

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.02                                  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 19, 2015, the Board of Directors elected Glenn Earle as a director and member of the Audit Committee of Affiliated Managers Group, Inc. (the “Company”).  Mr. Earle is a member of the Board of Directors of Fiat Chrysler Automobiles N.V. and of Rothesay Life Group.  Mr. Earle is also a Board Member and Trustee of the Royal National Theatre and of Teach First, and is Chairman of the Advisory Board of Cambridge University Judge Business School.  He was formerly a Managing Director and the Chief Operating Officer of Goldman Sachs International, before retiring in 2011.  He had previously worked at Goldman Sachs in various roles in New York, Frankfurt and London since 1987.  Mr. Earle is a graduate of Emmanuel College, Cambridge and of Harvard Business School, where he earned an MBA with High Distinction and was a Baker Scholar and Loeb, Rhoades Fellow.

Under the Company’s customary director equity arrangements, in connection with his election as a director, the Company granted Mr. Earle stock options to purchase 1,020 shares of common stock and $40,000 of stock units under the Company’s Deferred Compensation Plan.

On April 20, 2015, William J. Nutt notified the Company of his decision to retire from the Board of Directors when his term expires on June 15, 2015.

A copy of the press release announcing Mr. Earle’s election and Mr. Nutt’s retirement is furnished as Exhibit 99.1 hereto.

ITEM 9.01                                  Financial Statements and Exhibits.

(d)                                 Exhibits.

* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

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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.

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EXHIBIT INDEX

* This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

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Exhibit 99.1

AMG Appoints Glenn Earle to its Board of Directors;

William J. Nutt to Retire from the Board

BOSTON, April 20, 2015 — Affiliated Managers Group, Inc. (NYSE: AMG), a global asset management company with approximately $626 billion in assets under management, today announced the election of Glenn Earle to its Board of Directors, effective immediately, as well as William J. Nutt’s retirement from the Board at the end of his current term in June 2015.

Glenn Earle is a member of the Board of Directors of Fiat Chrysler Automobiles N.V. and of Rothesay Life Group.  Mr. Earle is also a Board Member and Trustee of the Royal National Theatre and of Teach First, and is Chairman of the Advisory Board of Cambridge University Judge Business School.  He was formerly a Managing Director and the Chief Operating Officer of Goldman Sachs International, before retiring in 2011.  He had previously worked at Goldman Sachs in various roles in New York, Frankfurt and London since 1987.  Mr. Earle is a graduate of Emmanuel College, Cambridge and of Harvard Business School, where he earned an MBA with High Distinction and was a Baker Scholar and Loeb, Rhoades Fellow.

“I am very pleased that Glenn Earle is joining AMG’s Board,” said Sean M. Healey, AMG’s Chairman and Chief Executive Officer.  “Glenn brings a distinguished track record and extensive global financial services experience that will further diversify the Board’s broad expertise.”

Separately, the Company also announced the decision of Mr. Nutt to retire from the Board when his term expires on June 15, 2015.  He was the founding Chief Executive Officer of AMG and served in that role until 2004 when Mr. Healey succeeded him as CEO.  Since 2005, Mr. Nutt has served as a non-executive member of AMG’s Board of Directors.

Mr. Healey added, “I am profoundly grateful to Bill for his friendship and support over the past 20 years, and am tremendously proud of our work together in building AMG from a start-up to one of the leading asset management companies in the world.”

(more)

About AMG

AMG is a global asset management company with equity investments in leading boutique investment management firms.  AMG’s innovative partnership approach allows each Affiliate’s management team to own significant equity in their firm while maintaining operational autonomy.  AMG’s strategy is to generate growth through the internal growth of existing Affiliates, as well as through investments in new Affiliates.  In addition, AMG provides centralized assistance to its Affiliates in strategic matters, marketing, distribution, product development and operations.  As of December 31, 2014, the aggregate assets under management of AMG’s Affiliates were approximately $626 billion, pro forma for a recently closed investment, in more than 400 investment products across a broad range of investment styles, asset classes and distribution channels.  For more information, please visit the Company’s website at www.amg.com.

Certain matters discussed in this press release may constitute forward-looking statements within the meaning of the federal securities laws.  Actual results and the timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including changes in the securities or financial markets or in general economic conditions, the availability of equity and debt financing, competition for acquisitions of interests in investment management firms, the ability to close pending investments, the investment performance of our Affiliates and their ability to effectively market their investment strategies, and other risks detailed from time to time in AMG’s filings with the Securities and Exchange Commission.  Reference is hereby made to the “Risk Factors” set forth in the Company’s Form 10-K for the year ended December 31, 2014.

AMG routinely posts information that may be significant for investors in the Investor Relations section of its website, and encourages investors to consult that section regularly.  For additional information, please visit www.amg.com.

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