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): June 15, 2006
DESIGN WITHIN REACH, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 000-50807 | 94-3314374 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 225 Bush Street, 20th Floor, San Francisco, CA | 94104 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (415) 676-6500
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)) |
| Item 1.01. | Entry into a Material Definitive Agreement. |
On June 15, 2006, Design Within Reach, Inc. (the “Company”) entered into an offer of employment letter with Ray Brunner, the Company’s President, Chief Executive Officer and Director. The letter provides that if the Company terminates the employment of Mr. Brunner without cause (as defined in the employment agreement) after three months of employment by the Company, he would be paid $250,000 over six months as a salary continuance. The letter also provides that within one year of a change of control of the Company, if Mr. Brunner is terminated without cause (as defined in the employment agreement), all of his unvested options shall become immediately vested and exercisable and Mr. Brunner would be paid $250,000 over six months as a salary continuance.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. | |||
| Exhibit No. | Description | |||
| 10.20 | Offer of Employment Letter dated June 15, 2006 between Design Within Reach, Inc. and Ray Brunner | |||
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 19, 2006 | DESIGN WITHIN REACH, INC. | |||||||||
By: | /s/ Ken La Honta | |||||||||
| Ken La Honta | ||||||||||
| Chief Financial Officer and Secretary | ||||||||||
EXHIBIT INDEX
| Exhibit No. | Description | |
| 10.20 | Offer of Employment Letter dated June 15, 2006 between Design Within Reach, Inc. and Ray Brunner | |