UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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):
May 13, 2011
Quiksilver, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction of incorporation)
  001-14229
(Commission File Number)
  33-0199426
(IRS Employer Identification Number)
     
15202 Graham Street, Huntington Beach, CA
(Address of principal executive offices)
  92649
(Zip Code)
Registrant’s telephone number, including area code:
(714) 889-2200
(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.
     Effective May 13, 2011, the Board of Directors of Quiksilver, Inc. (the “Company”), upon the recommendation of the Company’s Nominating and Governance Committee, appointed Joseph F. Berardino to the Board of Directors. Mr. Berardino was also appointed to the Company’s Audit Committee.
     Mr. Berardino, age 60, currently serves as a managing director at Alvarez & Marsal, a global professional services firm. Prior to joining Alvarez & Marsal in October 2008, Mr. Berardino was Chairman of the Board of Profectus BioSciences, a biotechnology company, from 2004 until September 2008, and served as its Chief Executive Officer from October 2005 until January 2008. He previously served as Vice-Chairman of Sciens Capital Management, a New York-based alternative asset management firm from 2004 to September 2005 and prior to his tenure at Sciens, he served as Chief Executive Officer of Andersen Worldwide, a global accounting and consulting firm. Mr. Berardino graduated from Fairfield University with a B.S. in Accounting and has been a Certified Public Accountant since 1975 (inactive). He currently is a trustee of Fairfield University. Mr. Berardino also serves on the board of directors of ValueVision Media, Inc., an interactive retailer via TV, internet and mobile.
     There is no arrangement or understanding pursuant to which Mr. Berardino was elected as a director and there are no related party transactions between the Company and Mr. Berardino.
     Under the Company’s 2000 Stock Incentive Plan, each non-employee director is automatically awarded an option to purchase 25,000 shares of common stock and 15,000 shares of restricted common stock when he or she first becomes a member of the Board of Directors. Thereafter, on the date of each annual meeting of stockholders, provided that the non-employee director continues to serve as a director after such meeting and has served as a director for at least six months, there is an additional award of options to purchase 25,000 shares of common stock and 15,000 shares of restricted common stock. As a result, upon his appointment to the Board, Mr. Berardino was awarded options to purchase 25,000 shares of common stock, at an exercise price of $4.76 per share, and 15,000 shares of restricted common stock. Each option has an exercise price per share equal to fair market value on the grant date and a maximum term of seven years, subject to earlier termination upon a director’s cessation of service on the Board. Each option is immediately exercisable and fully vested for all of the option shares. The restricted stock awards vest in a series of three successive equal annual installments over the period beginning with the date of such award, provided the director continues to serve as a member of the Board. The Company also enters into an Indemnity Agreement with each of its directors, the form of which is attached to the Company’s Form 10-K for the fiscal year ended October 31, 2006, as Exhibit 10.8.

2


 

SIGNATURES
     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: May 16, 2011  Quiksilver, Inc.
(Registrant)
 
 
  By:   /s/ Joseph Scirocco    
    Joseph Scirocco   
    Chief Financial Officer and Chief
Operating Officer 
 
 

3