Amended Current Report Filing (8-k/a)
January 04 2019 - 04:18PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON
,
DC
20549
FORM 8-K/A
(Amendment
No. 1)
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
18, 2018
PIER 1 IMPORTS, INC.
(Exact
Name of Registrant as Specified in Charter)
DELAWARE
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001-07832
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75-1729843
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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100 Pier 1 Place
Fort Worth, Texas
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76102
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s Telephone Number, Including Area Code
817-252-8000
N/A
(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. ☐
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 19, 2018, Pier 1 Imports, Inc. (the "Company") filed a
Current Report on Form 8-K (the "Original Form 8-K") with the
Securities and Exchange Commission reporting, among other things,
that on December 18, 2018, the Company appointed Cheryl A.
Bachelder, a director of the Company, as Interim Chief Executive
Officer. Ms. Bachelder succeeded Alasdair B. James who stepped
down as President and Chief Executive Officer effective December
18, 2018.
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This Amendment No. 1 to the Original Form 8-K amends the Original
Form 8-K with respect to certain terms of Ms. Bachelder’s
compensation while she serves as Interim Chief Executive
Officer. Ms. Bachelder’s annual cash compensation while serving
as Interim Chief Executive Officer will total $1,250,000. The
$1,250,000 will be paid to Ms. Bachelder monthly in the form of
base salary in accordance with regular payroll procedures, and she
will forgo her annual retainer for serving as a member of the
Company’s board of directors while serving as Interim Chief
Executive Officer. She will not participate in the Company’s
short-term or long-term incentive programs for executive
officers. Ms. Bachelder’s annual equity award granted on June 26,
2018 upon her reelection to the board of directors at the
Company’s 2018 annual meeting of shareholders will remain in
effect during her service as Interim Chief Executive Officer. The
restricted stock units will vest in full on the date of the 2019
annual meeting of shareholders.
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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.
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PIER 1 IMPORTS, INC.
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Date:
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January 4, 2019
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By:
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/s/ Nancy A. Walsh
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Nancy A. Walsh, Executive Vice President and Chief Financial
Officer
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