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): October 13, 2010
GUESS?,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State or
other jurisdiction of incorporation)
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1-11893
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95-3679695
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(Commission File
Number)
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(IRS Employer Identification
No.)
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1444
S. Alameda Street Los Angeles, California 90021
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (213) 765-3100
Not
applicable
(Former
name or former address, if changed since last report)
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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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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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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¨
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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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Item
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(c) On October 13,
2010, Guess?, Inc. (the “Company”) announced the appointment of J. Michael
Prince as Chief Operating Officer of the Company, effective November 15,
2010.
Mr.
Prince, age 39, is joining the Company from Nike, Inc., where he served since
2009 as Chief Financial Officer of the Nike Affiliates division, which manages a
portfolio of global lifestyle and sports brands. Mr. Prince held the
same position for Converse, Inc., a Nike subsidiary, from 2006 to 2009, and was
previously the Vice President of Finance for Converse, Inc. from 2005 to
2006. Mr. Prince’s other experience includes serving as the Vice
President, Corporate Finance at BancFirst Corporation from 2003 to 2005 and as a
Senior Auditor with PricewaterhouseCoopers, LLP from 1993 to
1997. Mr. Prince received a Masters of Business Administration degree
from the Fuqua School of Business at Duke University.
In
connection with his appointment as Chief Operating Officer of the Company,
Mr. Prince will receive a base salary of $450,000 per year and will have an
annual target cash bonus opportunity equal to 40% of his base salary and an
annual target equity award opportunity (made up of a combination of stock
options and restricted stock awards) equal to 60% of his base salary, each
determined in accordance with the Company’s executive incentive
program. Mr. Prince will also be eligible to participate in the
Company’s 401(k) plan and Deferred Compensation Plan and will be entitled
to receive other benefits normally provided to senior executives, including
participation in health, disability and life insurance programs maintained by
the Company. In addition, Mr. Prince will receive a car
allowance of $800 per month and certain relocation expenses incurred as a result
of his relocation to the Los Angeles area. In connection with his
appointment, Mr. Prince will also receive an initial equity award of 10,000
shares of restricted stock of the Company and options to purchase 25,000 shares
of common stock of the Company. Both the restricted stock and the
options will vest in four equal installments on each of the first four
anniversaries of the date of grant. The options will have an exercise
price equal to the closing price of the Company’s common stock on the date of
grant.
There are
no family relationships between Mr. Prince and any director or executive officer
of the Company and Mr. Prince does not have a direct or indirect material
interest in any transaction or arrangement in which the Company is a
participant.
A copy of
the press release announcing the appointment is attached as Exhibit 99.1 to this
Current Report on Form 8-K.
2
Item
9.01. Financial Statements and Exhibits.
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(d)
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Exhibits. |
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99.1
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Press
Release of Guess?, Inc. dated October 13, 2010 (appointment of Chief
Operating Officer)
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3
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Guess?, Inc. has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| Dated: October 13, 2010 | GUESS?, INC. | ||
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By:
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/s/ Dennis R. Secor | |
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Dennis
R. Secor
Senior Vice President and
Chief Financial Officer
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4
EXHIBIT
INDEX
| Exhibit No. | Description |
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99.1
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Press
Release of Guess?, Inc. dated October 13, 2010 (appointment of Chief
Operating Officer)
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5
Exhibit 99.1
Guess?,
Inc. Appoints J. Michael Prince as Its Chief Operating Officer
LOS
ANGELES, Oct. 13 /PRNewswire-FirstCall/ -- Guess?, Inc. (NYSE: GES) today
announced the appointment of J. Michael Prince as its Chief Operating Officer,
reporting to Paul Marciano, the Company's Chief Executive Officer and Vice
Chairman. Mr. Prince will be joining the Company on November 15,
2010. In his role, Mr. Prince will oversee the Company's operational
support and global supply chain functions.
Paul
Marciano commented on the appointment, "We are pleased to have someone with
Michael's experience and leadership skills join our team. He brings
to Guess? an impressive track record in the areas of finance, international
infrastructure management and enterprise-wide business transformations, and has
been instrumental in developing and executing strategies to support the global
expansion of several lifestyle brands."
Since
2009, Mr. Prince has served as Chief Financial Officer of the Nike Affiliates
division of Nike, Inc., which manages a portfolio of global lifestyle and sports
brands. Prior to his current role, he held the same position for
Converse, Inc., a Nike subsidiary, since 2006. In previous roles, Mr.
Prince served as the Vice President, Corporate Finance at BancFirst Corporation
from 2003 to 2005 and was a Senior Auditor with PricewaterhouseCoopers, LLP from
1993 to 1997. Mr. Prince received a Masters of Business
Administration degree from the Fuqua School of Business at Duke
University.
The
Company also announced that its search for a President of the Americas is
ongoing.
Guess?,
Inc. designs, markets, distributes and licenses a lifestyle collection of
contemporary apparel, denim, handbags, watches, footwear and other related
consumer products. As of July 31, 2010, the Company owned and
operated 448 retail stores in the United States and Canada and operated 844
retail stores outside of the United States and Canada, of which 153 were
directly owned. The Company also distributes its products through
better department and specialty stores around the world. For more
information about the Company, please visit www.guess.com.
|
Contact:
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Guess?, Inc. | |
| Maili Bergman | ||
| VP Investor Relations | ||
| (213) 765-5578 | ||
CONTACT: Maili
Bergman, VP Investor Relations of Guess?, Inc.,
+1-213-765-5578