Current Report Filing (8-k)
June 10 2016 - 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): June 7, 2016
Coach, Inc
(Exact
name of registrant as specified in its charter)
Maryland
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1-16153
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52-2242751
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(State of
incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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516 West 34
th
Street, New York, NY 10001
(Address
of principal executive offices) (Zip Code)
(212) 594-1850
(Registrant’s telephone number, including area
code)
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:
⃞
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
On April 26, 2016, Coach, Inc. (the “Company”) announced that Gebhard
Rainer, the Company’s President and Chief Operating Officer, would be
separating from the Company effective April 26, 2016. In connection
with Mr. Rainer’s separation of employment with the Company, the Company
and Mr. Rainer entered into a separation and release agreement with Mr.
Rainer (the “Rainer Agreement”) on June 7, 2016. Pursuant to the Rainer
Agreement, Mr. Rainer will receive as separation payments, $750,000 paid
in monthly installments, equal to 12 months of his annual base salary,
paid as salary continuation. The Rainer Agreement also provides that
Mr. Rainer will be eligible to receive a one-time special bonus
equivalent to the pro-rated amount Mr. Rainer would have received under
the Company’s Performance-Based Annual Incentive Plan for the Company’s
2016 fiscal year.
In addition, the Rainer Agreement provides that Mr. Rainer’s outstanding
stock options and annual restricted stock units will continue to vest
for the duration of his salary continuation period. At the end of the
salary continuation period, unvested stock options and restricted stock
units will forfeit. The Rainer Agreement also provides that a pro-rata
portion of each of Mr. Rainer’s unvested annual performance restricted
stock unit (“PRSU”) awards and 100% of Mr. Rainer’s special PRSU award
granted in connection with his commencement of employment shall vest on
the vesting date set forth in the applicable award agreement, subject to
the satisfaction of the performance conditions set forth therein. The
Rainer Agreement requires that Mr. Rainer comply with certain
confidentiality, non-competition, non-disparagement and non-solicitation
restrictive covenants. The Rainer Agreement also includes a general
release by Mr. Rainer.
Although the foregoing constitutes a summary of the material terms of
the Rainer Agreement, it does not constitute a complete summary of all
terms of the Rainer Agreement, which will be filed as an exhibit to the
Company’s annual report on Form 10-K.
SIGNATURE
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.
Dated: June 10, 2016
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COACH, INC.
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By:
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/s/ Todd Kahn
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Todd Kahn
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President, Chief Administrative Officer
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& Secretary
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