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
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Date of report (Date of earliest event reported): |
June 9, 2020 |
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Crown Crafts, Inc. |
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(Exact Name of Registrant as Specified in Charter) |
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Delaware |
001-7604 |
58-0678148 |
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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916 South Burnside Avenue, Gonzales, LA |
70737 |
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(Address of Principal Executive Offices) |
(Zip Code) |
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Registrant’s telephone number, including area code: |
(225) 647-9100 |
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(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))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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Common Stock, par value $0.01 per share |
CRWS |
Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 9, 2020, the Compensation Committee of the Board of Directors of Crown Crafts, Inc. (the “Company”) terminated the Company’s 2012 Performance Bonus Plan (the “Plan”). Under the Plan, E. Randall Chestnut, the Company’s Chairman, President and Chief Executive Officer, and Olivia W. Elliott, the Company’s Vice President and Chief Financial Officer, were eligible to receive awards of shares of the Company’s Series A common stock (the “Common Stock”) if the aggregate average market value of the Common Stock during the relevant fiscal year, plus the amount of regular cash dividends paid in respect of the Common Stock during such period, increased, as further described in the “Executive Compensation – Compensation Discussion and Analysis” section of the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission on July 1, 2019.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
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CROWN CRAFTS, INC. |
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By: |
/s/ Olivia W. Elliott |
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Olivia W. Elliott Vice President and Chief Financial Officer |
Date: June 11, 2020