UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
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
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) |
Registrants telephone number, including area code:
(714) 889-2200
(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 Companys Nominating and Governance Committee, appointed Joseph F. Berardino
to the Board of Directors. Mr. Berardino was also appointed to the Companys 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 Companys 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 directors 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
Companys 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