Current Report Filing (8-k)
January 29 2016 - 4:24PM
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) January 29, 2016
LOWE’S COMPANIES, INC.
(Exact name of registrant as specified in its charter)
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| North Carolina | | 1-7898 | | 56-0578072 | |
| (State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) | |
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| 1000 Lowe’s Blvd., Mooresville, NC | 28117 | |
| (Address of principal executive offices) | (Zip Code) | |
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| Registrant’s telephone number, including area code | (704) 758-1000 | |
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:
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On January 29, 2016, the Board of Directors (the “Board”) of Lowe’s Companies, Inc. (the “Company”) elected Sandra B. Cochran, President and Chief Executive Officer of Cracker Barrel Old Country Store, Inc., to the Company’s Board as a director, effective that day, with a term expiring at the Company’s 2016 annual meeting of shareholders. Concurrent with her election as a director, Ms. Cochran was appointed to the Compensation Committee and the Governance Committee of the Board. There are no arrangements or understandings between Ms. Cochran and any other persons pursuant to which she was selected as a director. Additionally, there are no transactions involving the Company and Ms. Cochran that the Company would be required to report pursuant to Item 404(a) of Regulation S-K.
Ms. Cochran will be entitled to receive compensation for her Board and committee service in accordance with the Company’s standard compensation arrangements for non-employee directors, which are described under the caption “Compensation of Directors” in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 13, 2015, as adjusted by the Board from time to time.
A copy of the press release announcing Ms. Cochran’s election to the Company’s Board is furnished as Exhibit 99.1 and incorporated herein by reference.
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Item 9.01. | Financial Statements and Exhibits. |
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99.1 | Press Release, dated January 29, 2016, announcing Sandra B. Cochran’s election to the Company’s Board. |
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.
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| LOWE’S COMPANIES, INC. | |
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Date: January 29, 2016 | By: | /s/ Ross W. McCanless | |
| | Ross W. McCanless General Counsel, Secretary and Chief Compliance Officer | |
INDEX TO EXHIBITS
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Exhibit No. | | Description |
99.1 | |
Press Release, dated January 29, 2016, announcing Sandra B. Cochran’s election to the Company’s Board. |
Exhibit 99.1
For Immediate Release
January 29, 2016
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Contacts: | Media Inquiries: | | Analysts’/Shareholders’ Inquiries: |
| Colleen Penhall | | Tiffany Mason |
| 704-758-2958 | | 704-758-2033 |
| colleen.b.penhall@lowes.com | | tiffany.l.mason@lowes.com |
LOWE’S COMPANIES, INC. NAMES SANDRA B. COCHRAN
TO BOARD OF DIRECTORS
MOORESVILLE, N.C. - Lowe’s Companies, Inc. (NYSE: LOW) today announced Sandra B. Cochran, 57, has been appointed to its board of directors, effective immediately. Today’s announcement brings Lowe’s board of directors to 13 members, 12 of whom are independent.
“Sandy brings a combination of strong leadership and retail experience, as well as tremendous financial acumen to Lowe’s, and I am pleased to welcome her to our board of directors,” said Robert A. Niblock, Lowe’s chairman, president and CEO. “Her executive-level financial experience will be a tremendous asset as we continue our transition from a home improvement retailer to an omni-channel home improvement company.”
Cochran is the president and chief executive officer of Cracker Barrel Old Country Store, Inc. She joined Cracker Barrel as chief financial officer in 2009 and was named president and chief operating officer the following year. Cochran was named to her current position in September of 2011. She was previously chief executive officer of Books-A-Million, Inc. from 2004-2009.
Cochran is on the board of directors of Cracker Barrel Old Country Store, Inc. and Dollar General Corporation and previously served on the board of directors of Books-A-Million.
Cochran will serve on the Governance and Compensation committees. She will stand for election at Lowe’s 2016 Annual Meeting of Shareholders.
About Lowe’s
Lowe’s Companies, Inc. (NYSE: LOW) is a FORTUNE® 50 home improvement company serving approximately 16 million customers a week in the United States, Canada and Mexico through its stores and online at Lowes.com, Lowes.ca and Lowes.com.mx. With fiscal year 2014 sales of $56.2 billion, Lowe’s has more than 1,845 home improvement and hardware stores and 265,000 employees. Founded in 1946 and based in Mooresville, N.C., Lowe’s supports the communities it serves through programs that focus on K-12 public education and community improvement projects. For more information, visit Lowes.com.
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