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): September 3, 2019
EXPRESS, INC.
(Exact name of registrant as specified in its charter)
|
| | | | |
| Delaware | | 001-34742 | | 26-2828128 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
|
| | | | |
1 Express Drive Columbus, Ohio | | 43230 |
| (Address of principal executive offices) | | (Zip Code) |
(614) 474-4001
(Registrant's telephone number, including area code)
Not Applicable
(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:
|
| |
| 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)) |
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. ☐
Securities registered pursuant to Section 12(b) of the Act: |
| | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $.01 par value | EXPR | The New York Stock Exchange |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 4, 2019, Express, Inc. (the “Company”) announced that John J. (“Jack”) Rafferty, the Company’s Executive Vice President, Planning and Allocation, will be leaving the Company effective October 3, 2019.
In connection with Mr. Rafferty’s departure from the Company, and pursuant to the Second Amended and Restated Employment Agreement between Express, LLC and Mr. Rafferty, dated as of March 23, 2017, Mr. Rafferty will receive certain benefits and be subject to restrictive covenants, including non-compete, non-solicitation and confidentiality obligations. Such benefits principally include: (a) continued salary and benefits over an 18-month period; and (b) any incentive compensation Mr. Rafferty would have received if he had remained employed with the Company over a one year period following separation from the Company. In addition, Mr. Rafferty is eligible for certain benefits in connection with his departure under the Company’s long-term incentive award agreements. Such benefits principally include: (a) accelerated vesting of all unvested stock options; (b) accelerated vesting of a pro-rata portion of unvested time-based restricted stock units; and (c) tentative vesting of a pro-rata portion of outstanding performance awards subject to the actual achievement of performance targets during the applicable performance period. See the Company’s definitive proxy statement for its 2019 Annual Meeting of Stockholders filed on May 2, 2019 for additional information about such benefits.
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.
|
| | |
| | | EXPRESS, INC. |
| Date: September 6, 2019 | | /s/ Melinda R. McAfee |
| | | Melinda R. McAfee |
| | | Senior Vice President, General Counsel & Secretary |
