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):
Janaury 4, 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 34th Street, New York, NY 10001
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(Address of principal executive offices) (Zip Code)
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(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.
(d) On January 4, 2016, the Board of Directors (the “Board”) of Coach,
Inc. (“Coach” or the “Company”) increased the size of the Board to nine
members and elected Annabelle Yu Long as a director of the Company,
effective as of January 4, 2016.
In connection with her appointment to the Board and in accordance with
the Company’s standard compensation arrangements for non-employee
directors, Ms. Long will be entitled to an annual cash retainer of
$75,000 as well as an annual equity grant with a grant date fair market
value of $150,000 made on the date of Coach’s annual meeting of
stockholders, with 50% of the value of the award made in the form of
stock options and 50% made in the form of restricted stock units. These
equity awards vest in full on the earlier of Coach’s next annual meeting
of stockholders or one year from the date of grant, subject to the
director’s continued service until that time. In addition, Ms. Long
will be granted an initial Coach equity award with a grant date fair
market value of $150,000 on January 4, 2016, with 50% of the value of
the award made in the form of stock options and 50% made in the form of
restricted stock units. These initial grants will vest on the one year
anniversary of the grant date.
There are no arrangements or understandings between Ms. Long and any
other person pursuant to which she was selected as a director, and there
have been no transactions since the beginning of the Company’s last
fiscal year, or are currently proposed, regarding Ms. Long that are
required to be disclosed by Item 404(a) of Regulation S-K.
A copy of the press release announcing the appointments is attached as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release, dated January 4, 2016
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.
Dated: January 4,
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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Chief Administrative Officer,
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General Counsel and Secretary
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EXHIBIT INDEX
99.1 Press Release, dated January 4, 2016
Exhibit 99.1
Annabelle
Yu Long Joins Coach, Inc. Board of Directors
Brings
Board Membership to Nine
NEW YORK--(BUSINESS WIRE)--January 4, 2016--Coach, Inc. (NYSE:COH)
(SEHK:6388), a leading New York design house of modern luxury
accessories and lifestyle brands, today announced that Annabelle Yu Long
has been appointed to Coach, Inc.’s Board of Directors. The appointment
of Ms. Long to the Board brings the membership to nine.
Victor Luis, Chief Executive Officer of Coach, Inc., said, “We are
extremely pleased that Annabelle Long has agreed to join our Board. As
Coach continues its transformation into a global modern luxury lifestyle
brand, Annabelle's strong business acumen, insight about the Chinese
consumer and knowledge of and experience with the media landscape in
China, coupled with her track record of investing in digital and
lifestyle companies, will bring unique value to the Coach board.”
Annabelle Long currently serves as Chief Executive, Bertelsmann China
Corporate Center, and Managing Partner of Bertelsmann Asia Investments.
Formerly, Ms. Long was a Principal at Bertelsmann Digital Media
Investments. She joined the international media, services, and education
company via the Bertelsmann Entrepreneurs Program in 2005. From 1996 to
2003, Ms. Long was a Producer and Lead Anchor for the Sichuan
Broadcasting Group. From 1994 to 1996 she was a Producer and host for
Chengdu People’s Radio Broadcasting. Ms. Long is an active member of the
World Economic Forum’s Young Global Leaders Advisory Council and is also
a member of its Global Agenda Council on the Future of Media,
Entertainment & Information. In addition, she is a member of the
Stanford Graduate School of Business Advisory Council. Ms. Long serves
on the Board of Directors of both BitAuto (NYSE: BITA) and China
Distance Education (NYSE: DL).
Upon her appointment, Ms. Long stated, “I am excited to be joining the
Board of Directors of one of the most respected brands in the world. I
look forward to supporting Coach and its strategies to transform into a
leading luxury lifestyle brand and drive long-term sustainable growth.”
Coach, Inc. is a leading New York design house of modern luxury
accessories and lifestyle brands. The Coach brand was established in New
York City in 1941, and has a rich heritage of pairing exceptional
leathers and materials with innovative design. Coach is sold worldwide
through Coach stores, select department stores and specialty stores, and
through Coach’s website at www.coach.com. In 2015, Coach
acquired Stuart Weitzman, a global leader in designer footwear, sold in
more than 70 countries and through its website at www.stuartweitzman.com.
Coach, Inc.’s common stock is traded on the New York Stock Exchange
under the symbol COH and Coach’s Hong Kong Depositary Receipts are
traded on The Stock Exchange of Hong Kong Limited under the symbol 6388.
Neither the Hong Kong Depositary Receipts nor the Hong Kong
Depositary Shares evidenced thereby have been or will be registered
under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and may not be offered or sold in the United States or to, or for
the account of, a U.S. Person (within the meaning of Regulation S under
the Securities Act), absent registration or an applicable exemption from
the registration requirements. Hedging transactions involving these
securities may not be conducted unless in compliance with the Securities
Act.
This press release contains forward-looking statements based on
management's current expectations. These statements can be identified by
the use of forward-looking terminology such as "may," "will," “plan,”
"should," “believe,” “next,” “develop,” "expect," “confident,” “trends,”
“further evolve,” “forward,” “future,” "intend," "estimate," "on track,"
"are positioned to," “on course,” “opportunity,” "continue," "project,"
"guidance," “target,” "forecast," "anticipated," or comparable terms.
Future results may differ materially from management's current
expectations, based upon risks and uncertainties such as expected
economic trends, the ability to anticipate consumer preferences, the
ability to control costs, etc. Please refer to Coach’s latest Annual
Report on Form 10-K and its Quarterly Report on Form 10-Q for the
quarterly period ended September 26, 2015 for a complete list of risk
factors.
CONTACT:
Coach
Analysts & Media:
Andrea Shaw Resnick,
212-629-2618
Global Head of Investor Relations and Corporate
Communications
or
Christina Colone, 212-946-7252
Director,
Investor Relations
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