Attached files
| file | filename |
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| EX-10.1 - FREDERICK'S OF HOLLYWOOD GROUP INC /NY/ | v206460_ex10-1.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): December 22,
2010
FREDERICK’S OF HOLLYWOOD
GROUP INC.
(Exact
Name of Registrant as Specified in Charter)
|
New York
|
1-5893
|
13-5651322
|
||
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
|
180 Madison Avenue, New York, New
York
|
10016
|
|
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(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (212) 779-8300
1115 Broadway, New York, New
York 10010
(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))
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Item
5.02
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Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers
|
On
December 22, 2010, Frederick’s of Hollywood Group Inc. (“Company”) entered into
an employment agreement with Linda LoRe, which provides for Ms. LoRe to continue
to be employed as the Company’s President until July 28, 2012 at a base
salary of $400,000 per year. Commencing on August 1, 2010, Ms. LoRe
voluntarily reduced her salary by $250,000 per year in support of the Company’s
continuing efforts to reduce expenses, which represents an aggregate cost
savings of $500,000 through the term of the employment agreement.
In
addition to her base salary, Ms. LoRe is eligible to receive, for the fiscal
years ending July 30, 2011 and July 28, 2012, a target annual incentive bonus of
up to 50% of her base salary, which will be based on the Company and Ms. LoRe
achieving goals and objectives established by the Chief Executive Officer and
approved by the compensation committee for each fiscal year. Ms. LoRe also will
be eligible to receive from time to time, upon the recommendation of the Chief
Executive Officer, such discretionary bonuses as the compensation committee
deems appropriate.
The
employment agreement provides that if, during the employment term, the Company
terminates Ms. LoRe without “cause” or she terminates her employment for “good
reason” (as such terms are defined in the employment agreement), or if the
Company does not continue her employment at the end of the employment term upon
substantially similar terms, the Company will be required to pay to Ms. LoRe (i)
her base salary through the end of the employment term, (ii) any bonus that
would have become payable to her through the end of the employment term, (iii)
the life and long-term disability insurance benefits provided in her employment
agreement through the end of the employment term, (iv) the sum of $250,000 and
(v) medical coverage at the Company’s expense for one year commencing on either
(a) the last day of the employment term if her employment is terminated during
the employment term or (b) the date of termination if her employment is
terminated after the end of the employment term; provided that medical coverage
will terminate upon becoming covered under a similar program by reason of
employment elsewhere.
The
employment agreement also provides for the Company to pay up to $7,000 per year
towards the cost of the annual premium on a life insurance policy for Ms. LoRe
providing a death benefit of $3,000,000 to her designated
beneficiary. The Company is also required to maintain a long-term
disability insurance policy for Ms. LoRe providing a non-taxable benefit of at
least $10,000 per month payable to her in the event of her disability. Under the
employment agreement, Ms. LoRe is prohibited from disclosing confidential
information about the Company and employing or soliciting any of its current
employees to leave the Company during her employment and for a period of one
year thereafter. The employment agreement does not contain any change of control
provisions.
The foregoing description is qualified
in its entirely by the text of the employment agreement, which is attached
hereto as Exhibit 10.1.
2
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Item 9.01.
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Financial
Statements, Pro
Forma Financial Information and
Exhibits.
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(c)
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Exhibits:
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10.1
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Employment
Agreement between the Company and Linda LoRe, dated as of December 22,
2010
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3
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.
| Dated: December 22, 2010 | FREDERICK’S OF HOLLYWOOD GROUP INC. | ||
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By:
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/s/ Thomas Rende
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Thomas
Rende
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Chief
Financial
Officer
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