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): November 18, 2014

 

 

ANN INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-10738   13-3499319

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

7 Times Square

New York, New York 10036

(Address, including Zip Code, of Registrant’s Principal Executive Offices)

(212) 541-3300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Names or Former Addresses, 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))

 

 

 


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

(d) ANN INC. (the “Company”) issued a Press Release announcing the election of Katie J. Bayne to the Company’s Board of Directors, effective November 18, 2014. Ms. Bayne will serve as a Class I Director with a term expiring at the 2016 Annual Meeting of Stockholders of the Company in accordance with the Company’s Certificate of Incorporation. Ms. Bayne will participate in the Company’s previously disclosed standard non-employee director compensation arrangements.

A copy of this Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

99.1    Press Release issued by ANN INC. on November 24, 2014.

 

2


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.

 

    ANN INC.
Date: November 24, 2014     By:  

/s/ Michael J. Nicholson

      Michael J. Nicholson
      Executive Vice President, Chief Operating
      Officer, Chief Financial Officer and
      Treasurer

 

3


EXHIBIT INDEX

 

Exhibit
No.
   Description
99.1    Press Release issued by ANN INC. on November 24, 2014.

 

4



Exhibit 99.1

 

 

LOGO

ANN INC. Elects Katie J. Bayne to Board of Directors

NEW YORK, Nov. 24, 2014 — ANN INC. (NYSE: ANN), the parent Company of Ann Taylor and LOFT, today announced that Katie J. Bayne has been elected to its Board of Directors. Ms. Bayne serves as Senior Vice President, Global Sparkling Brands at The Coca-Cola Company. In this role, she is responsible for global marketing, portfolio strategy and innovation for the flagship brand, Coca-Cola, and the Company’s other sparkling brands around the world. She also oversees worldwide licensing, retail and attractions for The Coca-Cola Company.

Ms. Bayne joined Coca-Cola in 1989 in brand management and has since held roles of increasing responsibility, focused on consumer strategy, retail marketing and consumer marketing in the U.S. and Australia. From 2010 to 2013, she was President and General Manager, Sparkling Beverages, Coca-Cola North America. Prior to her current position, Ms. Bayne served as President, North America Brands for The Coca-Cola Company.

An active leader in community and philanthropic work, Ms. Bayne currently sits on the Board of Trustees for the American Film Institute (AFI) and the Board of Trustees of the Lovett School in Atlanta. She also serves on the Board of the Atlanta Women’s Foundation, an organization dedicated to being a catalyst for change in the lives of women and girls and to ending generational poverty. Ms. Bayne holds a BA from Duke University and an MBA from the Fuqua School of Business at Duke University.

“Katie is an outstanding addition to ANN INC.’s Board of Directors. She brings an exceptional background in strategic marketing and brand management that will add value to the Company,” said Ron Hovsepian, Non-Executive Chairman of the Board. “We’re delighted to welcome her to the Board and look forward to her insights and contributions.”

“I am honored to join ANN INC.’s Board and work with this remarkable team,” said Ms. Bayne. “ANN INC. is one of the leading women’s specialty retailers and I look forward to sharing my experiences and contributing to the future direction and growth of the Company.”

The Board appointed Ms. Bayne following an extensive search. Ms. Bayne will serve as a Class I Director with a term expiring at the 2016 Annual Meeting of Stockholders of the Company in accordance with the Company’s Certificate of Incorporation. Ms. Bayne’s appointment increases the size of the ANN INC. Board to nine members, eight of whom are independent directors. For more information, visit the Company’s Investor Relations website at http://Investor.ANNINC.com.


About ANN INC.

ANN INC. is the parent Company of Ann Taylor and LOFT, two of the leading women’s specialty retail fashion brands in North America. As of November 1, 2014, the Company operated 1,050 Ann Taylor, Ann Taylor Factory, LOFT, LOFT Outlet and Lou & Grey stores in 47 states, the District of Columbia, Puerto Rico and Canada. Our Ann Taylor and LOFT brands are also available online in more than 100 countries worldwide at AnnTaylor.com and LOFT.com or at our LOFT franchise stores in Mexico. Visit ANNINC.com for more information (NYSE: ANN).

SOURCE ANN INC.

 

Investor Contact:   Press Contact:
Judith Lord   Catherine Fisher
Vice President, Investor Relations   Vice President, Corporate Communications
ANN INC.   ANN INC.
212-541-3300 ext. 3598   212-541-3300 ext. 2199