Attached files
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| EX-10.1 - DRESS BARN INC | v181958_ex10-1.htm |
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UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
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CURRENT
REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
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SECURITIES
EXCHANGE ACT OF 1934
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Date
of Report (Date of earliest event reported): April 16,
2010
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THE DRESS BARN,
INC.
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(Exact
name of registrant as specified in its
charter)
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Connecticut
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(State
or other Jurisdiction of
Incorporation)
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0-11736
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06-0812960
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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30
Dunnigan Drive, Suffern, New York
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10901
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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 (845)
369-4500
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Not
Applicable
(Former
Name or Former Address, if Changed Since Last Report)
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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):
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| 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.
The Dress
Barn, Inc., (the “Company”) adopted The Dress Barn, Inc. Executive Severance
Plan (the “Plan”), effective as of March 3, 2010, in order to provide severance
benefits to certain selected executive-level employees. On April 16,
2010, our named executive officers (each, a “Participant”), other than David R.
Jaffe, Elliot S. Jaffe and Michael W. Rayden, became eligible to participate in
the Plan. The following summary describes the key provisions of the
Plan as they apply to the covered named executive officers.
The Plan
provides that in the event of a Participant’s termination of employment without
cause, other than a termination that constitutes a change in control termination
described below, a Participant will be eligible for the following:
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·
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12
months of salary continuation for Participants with the title Executive
Vice President (“EVP”) (for non-EVPs: three weeks of salary continuation
per anniversary year, subject to a minimum of six months and a maximum of
12 months);
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·
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a
pro rata portion of the Participant’s semi-annual bonus based on actual
results; and
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·
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continued
health coverage at the active employee rate for a period of up to 12
months (for non-EVPs: a period up to the salary continuation
period).
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In lieu
of the severance benefits described above, if a Participant is terminated
without cause or terminates employment for good reason during (1) the 90 day
period prior to a change in control (such termination, a “Pre-CIC Termination”),
or (2) the period commencing on a change in control and ending 12 months later
(such termination, a “Post-CIC Termination”), the Participant will be eligible
for the following upon the change in control (in the case of a Pre-CIC
Termination), or upon the termination date (in the case of a Post-CIC
Termination):
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·
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a
lump sum equal to 1.5 times the sum of the Participant’s annual base
salary plus target bonus (for non-EVPs, the multiplier is
1.0);
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·
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continued
health coverage at the active employee rate for a period of up to 18
months (12 months for non-EVPs);
and
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·
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in
the case of a Post-CIC Termination, full vesting of any unvested equity
awards (in the case of a Pre-CIC Termination, a cash equivalent payment
equal to the fair market value of the unvested equity awards that were
forfeited upon the Participant’s
termination).
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The
severance benefits payable under the Plan are subject to: (1) the six month
delay under Section 409A of the Internal Revenue Code; (2) the Participant’s
execution and non-revocation of a general release of claims in favor of the
Company within a specified time period; (3) the Participant’s compliance with
certain non-competition and non-solicitation restrictive covenants; and (4)
reduction to avoid any excise tax on “parachute payments” if the Participant
would benefit from such reduction as compared to paying the excise
tax. Any benefits payable under the Plan to a Participant supersede
and are in lieu of any severance benefits and/or payments provided under any
other agreements, arrangements or severance plans by and between the Participant
and the Company. The terms “cause,” “good reason,” and “change in
control” are defined in the Plan.
The
foregoing description of the Plan is only a summary and is qualified in its
entirety by reference to the Plan, a copy of which is attached as
Exhibit 10.1 hereto and incorporated by reference into this
Item 5.02.
Item
9.01 Financial Statements and Exhibits
(c) Exhibits:
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10.1
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The
Dress Barn, Inc. Executive Severance
Plan
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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 thereunto
duly authorized.
THE DRESS
BARN, INC.
(Registrant)
Date: April
22, 2010
/s/ Armand
Correia
Armand
Correia
Executive
Vice President and Chief Financial Officer
(Principal
Financial and Accounting Officer)