Attached files
| file | filename |
|---|---|
| EX-99.1 - Childrens Place, Inc. | v210990_ex99-1.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): February 10,
2011
|
THE
CHILDREN’S PLACE RETAIL STORES, INC.
|
|
(Exact
Name of Registrant as Specified in
Charter)
|
|
Delaware
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(State
or Other Jurisdiction of
Incorporation)
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0-23071
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31-1241495
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|
(Commission
File Number)
|
(IRS
Employer Identification No.)
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500
Plaza Drive, Secaucus, New Jersey
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07094
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(201)
558-2400
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(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
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Table of
Contents
|
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers
|
SIGNATURES
|
EX-99.1
|
Press
Release dated February 11, 2011
|
|
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
|
On February 11, 2011, the Company
announced the resignation of Susan J. Riley, the Company’s Executive Vice
President, Finance and Administration. The Company will treat Ms.
Riley’s departure as a without cause termination under Ms. Riley’s agreements
with the Company and Ms. Riley will maintain her performance-based equity award
which will be settled at the same time and in the same manner as the Company’s
other outstanding performance-based equity awards.
The Company also announced that, as of
February 11, 2011, John Taylor, 43, the Company’s Vice President,
Finance since 2007, will assume the position of Interim Principal Financial
Officer and Bernard McCracken, 49, the Company’s Controller since 2009 and Vice
President, Controller since 2010, will assume the position of Interim Principal
Accounting Officer. Mr. Taylor has served in various finance
positions with the Company since 2005 and Mr. McCracken has served in various
finance and accounting positions with the Company since 2004. In
connection with these appointments, Mr. Taylor’s base salary will be increased
from $262,000 to $302,000 and Mr. McCracken’s base salary will be increased from
$250,000 to $275,000. The Company has also agreed that each of Mr.
Taylor and Mr. McCracken will be entitled to a retention bonus of $150,000
payable on April 1, 2012 in the event that such individual remains employed by
the Company on that date, subject to certain exceptions.
A copy of the press release announcing
the departure of Ms. Riley and the appointment of Mr. Taylor and Mr. McCracken
is attached to this Current Report on Form 8-K as Exhibit 99.1.
Forward Looking
Statements
This Current Report on Form 8-K,
including Exhibit 99.1, contains forward-looking statements made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Forward-looking statements typically are identified by use of
terms such as “may,” “will,” “should,” “plan,” “expect,”
“anticipate,” “estimate” and similar words, although some forward-looking
statements are expressed differently. Forward-looking statements
represent the Company’s management’s judgment regarding future
events. Although the Company believes that the expectations reflected
in such forward looking statements are reasonable, the Company can give no
assurance that such expectations will prove to be correct. All
statements other than statements of historical fact included in this Current
Report on Form 8-K are forward-looking statements. The Company cannot
guarantee the accuracy of the forward-looking statements, and you should be
aware that the Company’s actual results could differ materially from those
contained in the forward-looking statements due to a number of factors,
including the statements under the heading “Risk Factors” contained in the
Company’s filings with the Securities and Exchange Commission.
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Item
9.01
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Financial
Statements and Exhibits
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(d)
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Exhibits
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99.1
|
Press
Release dated February 11, 2011 issued by the Company regarding the
departure of Ms. Riley and appointment of Mr. Taylor and Mr.
McCracken.
|
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.
| Date: February 11, 2011 | THE CHILDREN’S PLACE RETAIL STORES, INC. | ||
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By:
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/s/ Jane T. Elfers | |
| Name: | Jane T. Elfers | ||
| Title: | President and Chief Executive Officer | ||