Current Report Filing (8-k)
December 13 2017 - 4:31PM
Edgar (US Regulatory)
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): December 7, 2017
Lumber
Liquidators Holdings, Inc.
(Exact Name of Registrant as Specified
in Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
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001-33767
(Commission File Number)
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27-1310817
(IRS Employer
Identification No.)
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3000 John Deere Road, Toano, Virginia
23168
(Address of Principal Executive Offices)
(Zip Code)
(757) 259-4280
(Registrant’s telephone number,
including area code)
Not Applicable
(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):
¨
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))
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
¨
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
¨
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
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On December 7, 2017, the Board of Directors
(the “Board”) of Lumber Liquidators Holdings, Inc. (the “Company”) took action to fill a vacancy in Class
I of the Board. In connection with such action, the Company appointed Famous P. Rhodes, 42, to serve, effective December 7, 2017,
as a new director. The Board anticipates naming Mr. Rhodes to serve on one or more committees of the Board, but at the time of
filing of this Form 8-K, the Board has not determined the committee(s) to which he will be named.
Mr. Rhodes currently serves as an
Executive Vice President and the Chief Marketing Officer of Bluegreen Vacations Corporation, a vacation ownership company,
serving in such role since August 2017. Prior to assuming his current position, he was Vice President of Digital Marketing
and Customer Experience for AutoNation, Inc., an automotive retailer, from 2015 to 2017 and as Vice President of eCommerce
for AutoNation, Inc. from 2012 to 2015. Before joining AutoNation, Inc., Mr. Rhodes served as Senior Director of Yahoo! Autos
in 2012 and in several leadership roles for eBay Motors from 2007 to 2012, including Senior Director from 2011 to 2012.
Mr. Rhodes’ experience prior to 2007 includes serving as Executive Vice President of DXS Financial Services, LP,
Vice President of Car.com, and Manager at KPMG LLP. Mr. Rhodes received a B.A. degree at Texas A&M University and an
M.B.A. from Texas Christian University.
Mr. Rhodes’ compensation will be consistent
with the compensation policies applicable to the Company’s other non-employee directors as disclosed in the Company’s
Proxy Statement for the Company’s 2017 Annual Meeting of Stockholders.
The Company issued
a press release on December 13, 2017 announcing the appointment of Mr. Rhodes, a copy of which is being furnished as an exhibit
to this report and is incorporated by reference into this Item 5.02.
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Item 9.01
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Financial Statements and Exhibits.
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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.
Date: December 13, 2017
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LUMBER LIQUIDATORS HOLDINGS, INC.
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By:
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/s/ Michael L. Reeves
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Michael L. Reeves
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Chief Legal Officer and Corporate Secretary
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