UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): March 19, 2010
THE
CHILDREN’S PLACE RETAIL STORES, INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
|
0-23071
|
31-1241495
|
|
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
|
500
Plaza Drive, Secaucus, New Jersey
|
07094
|
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
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(201)
558-2400
(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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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.
(e) On
March 19, 2010, the Compensation Committee (the “Compensation
Committee”) of the Board of Directors of The Children’s Place Retail
Stores, Inc., a Delaware corporation (the “Company”), approved
performance goal ranges for the senior executive officers of the Company,
including but not limited to Jane T. Elfers, the Company’s Chief Executive
Officer and President (the Company’s principal executive officer), Susan J.
Riley, Executive Vice President, Finance and Administration and Chief Financial
Officer (the Company’s principal financial officer) and Mark Rose, Senior Vice
President, Chief Supply Chain Officer. Pursuant to the Compensation
Committee’s action, each senior executive officer other than Ms. Elfers will not
receive a performance award if the Company achieves operating income of less
than 90% of an operating income target previously determined by the Compensation
Committee for the fiscal year ending January 29, 2011 (the “2010 Fiscal
Year”). In addition, each senior executive officer, including
Ms. Elfers, will receive 200% of his or her individual performance target amount
if the Company achieves operating income of 115% of his or her target
performance goal as previously determined by the Compensation
Committee. The Compensation Committee action modifies the maximum
cash bonus to be received by Ms. Elfers for the 2010 Fiscal Year pursuant to her
Employment Agreement dated December 11, 2009 and her performance stock award to
be received by Ms. Elfers for the 2010 Fiscal Year pursuant to her Performance
Stock Award Agreement entered into on January 4, 2010, both as described in the
Company’s Current Report on Form 8-K filed on December 15, 2009, by providing
that Ms. Elfers will earn her maximum cash bonus for the 2010 Fiscal Year and
her maximum additional performance shares if the Company achieves operating
income for such fiscal year of 115% of her target performance goal as set forth
in her employment agreement. The Compensation Committee action does
not modify the minimum cash bonus to be received by Ms. Elfers for the 2010
Fiscal Year pursuant to her employment agreement or the initial performance
shares to be received by Ms. Elfers for the 2010 Fiscal Year pursuant to her
performance stock award agreement.
In
addition, on March 19, 2010, the Compensation Committee modified the salaries of
each of Ms. Riley and Mr. Rose, effective immediately. The
Compensation Committee increased Ms. Riley’s annual salary to $555,600, an
increase of $21,400, and Mr. Rose’s annual salary to $454,700, an increase of
$11,100.
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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.
| THE CHILDREN’S PLACE RETAIL STORES, INC. | |||
|
Date:
March
25, 2010
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By:
|
/s/ Susan J. Riley | |
| Name: | Susan J. Riley | ||
| Title : |
Executive
Vice President, Finance and
Administration
and Chief Financial Officer
|
||
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