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EX-99.1 - NOTICE REGARDING 401(K) PLAN BLACKOUT PERIOD AND TRADING RESTRICTIONS - LOWES COMPANIES INC | exhibit991.htm |
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)
|
July
30, 2010
|
LOWE'S COMPANIES, INC.
(Exact Name of Registrant as Specified in Its
Charter)
North
Carolina
|
|
1-7898
|
|
56-0578072
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
1000 Lowe's Blvd.,
Mooresville, NC
|
28117
|
(Address
of principal executive offices)
|
(Zip Code)
|
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 (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
5.04. Temporary
Suspension of Trading Under Registrant’s Employee Benefit Plans.
Lowe’s
Companies, Inc. (the “Company”) has elected to change the recordkeeper for the
Lowe’s 401(k) Plan (the “Plan”). As a result of this change, there
will be a blackout period in which Plan participants and beneficiaries
temporarily will be unable to (i) direct or diversify investments in their
individual accounts or (2) obtain a distribution from the Plan. The
blackout period will begin at 4 p.m. Eastern Time on September 3, 2010 and end
during the week of September 20, 2010 (the “Blackout Period”).
The
Company received the notice of the Blackout Period required by Section
101(i)(2)(E) of the Employee Retirement Income Security Act of 1974 on July 30,
2010.
On July
30, 2010, the Company sent a notice of the Blackout Period (the “Blackout Period
Notice”) to the members of its Board of Directors and executive officers
pursuant to Section 306 of the Sarbanes-Oxley Act of 2002 and Section 104 of
Regulation BTR of the Securities Exchange Act of 1934, informing them that they
would be prohibited during the Blackout Period from purchasing and selling
shares of the Company’s common stock (including derivative securities pertaining
to such shares) that they acquire or have previously acquired in connection with
their service or employment as a director or executive officer of the
Company.
A copy of
the Blackout Period Notice is attached hereto as Exhibit 99.1 and is
incorporated herein by reference. During the Blackout Period and for
a period of two years after the ending date of the Blackout Period, security
holders or other interested persons may obtain, without charge, information
about the actual beginning and ending dates of the Blackout Period and other
information regarding the Blackout Period by contacting Gaither M. Keener, Jr.,
Senior Vice President, General Counsel, Secretary and Chief Compliance Officer,
by telephone at (704) 758-2250, or in writing, at Lowe’s Companies, Inc., 1000
Lowe’s Boulevard, Mooresville, North Carolina 28117.
Item
9.01. Financial Statements
and Exhibits.
(d)
|
Exhibits
|
|
99.1
|
Notice
of Blackout Period to Directors and Executive Officers of Lowe’s
Companies, Inc., dated July 30, 2010 (filed
herewith).
|
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.
LOWE'S COMPANIES, INC. | |||
Date:
July 30, 2010
|
By:
|
/s/ Matthew V. Hollifield | |
Matthew V. Hollifield | |||
Senior Vice President and Chief Accounting Officer | |||
EXHIBIT
INDEX
Exhibit
No.
|
Description
|
|
99.1
|
Notice
of Blackout Period to Directors and Executive Officers of Lowe’s
Companies, Inc., dated July 30, 2010 (filed
herewith).
|