Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointments of Certain Officers; Compensatory Arrangements of Certain Officers
As previously announced, on January 25, 2017, Janna Minton notified the Board of Directors (the “Board”) of Sally Beauty Holdings, Inc. (the “Company”) that she intends to retire from her position as Group Vice President, Chief Accounting Officer and Controller. Following a thorough search for her replacement, on April 17, 2017, the Board appointed Mr. Brent Baxter as Vice President, Controller and Principal Accounting Officer of the Company, effective May 4, 2017. Ms. Minton’s retirement also will be effective May 4, 2017.
The Compensation Committee of the Board has approved an annual base salary for Mr. Baxter of $250,000 In addition, Mr. Baxter’s target annual bonus under the Company’s Annual Incentive Plan will be 40% of his base salary, with the ultimate amount of such bonus to be determined based on the achievement of performance metrics approved by the Compensation Committee for fiscal year 2017 and pro-rated from Mr. Baxter’s first date of employment through the end of the 2017 fiscal year.
Prior to his appointment at the Company, Mr. Baxter, age 51 was the Senior Vice President, Controller and Chief Accounting Officer of Stein Mart, Inc. (“Stein Mart”), a fashion retailer, since 2014. At Stein Mart, Mr. Baxter’s responsibilities included general accounting and SEC reporting, financial planning and analysis, taxes, treasury and risk management. Prior to his role at Stein Mart, Mr. Baxter was the Vice President, Accounting, Treasury and Corporate Controller of PetSmart, Inc.
With respect to the disclosure required by Item 401(d) of Regulation S-K, there are no family relationships between Mr. Baxter and any director or executive officer of the Company. With respect to Item 404(a) of Regulation S-K, there are no relationships or related transactions between Mr. Baxter and the Company that would be required to be reported.
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