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): August 2, 2006
| | | |
| R. G. BARRY CORPORATION |
| |
| (Exact name of registrant as specified in its charter) |
| | | | | |
| Ohio | | 1-8769 | | 31-4362899 |
| | | | | |
(State or other
jurisdiction of
incorporation) | | (Commission File
Number) | | (IRS Employer
Identification No.) |
| | | |
| 13405 Yarmouth Road N.W., Pickerington, Ohio 43147 |
| |
| (Address of principal executive offices) (Zip Code) |
| |
| (614) 864-6400 |
| |
| (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 (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))
1
Section 1 — Registrant’s Business and Operations.
Item 1.01Entry into a Material Definitive Agreement.
On August 2, 2006, the Board of Directors (the “Board”) of R. G. Barry Corporation (the “Company”) adopted the 2007 R. G. Barry Management Bonus Plan (the “Plan”). Certain employees of the Company, including executive officers, will be eligible to participate in the Plan. Bonuses under the plan are based on the achievement of individual and Company performance objectives at varying levels. To receive a bonus under the Plan, both the applicable Company threshold objectives and the participant’s individual/department threshold objectives must be met. Upon the achievement these objectives, a participant will receive a bonus based on a percentage of his or her annual salary. The levels of bonus range from 6.25% to 100% of a participant’s 2007 annual base salary, depending upon the participant’s position with the Company. The executive officers of the Company who participate in the Plan and their minimum and maximum potential bonuses (if applicable objectives are met) are indicated below:
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| | | | | | | Potential Bonus | | |
| | | | | | | (as % of Annual Salary) | | |
| | | Name | | Position | | Threshold | | Maximum | | |
| | | | | | | | | | | | | | | |
| | | Greg A. Tunney | | President and Chief Executive Officer | | | 25 | % | | | 100 | % | | |
| | | | | | | | | | | | | | | |
| | | Daniel D. Viren | | Sr. Vice President — Finance, Chief Financial Officer and Secretary | | | 17.5 | % | | | 55 | % | | |
| | | | | | | | | | | | | | | |
| | | Harry F. Miller | | Vice President — Human Resources | | | 12.5 | % | | | 50 | % | | |
| | | | | | | | | | | | | | | |
| | | Pamela A. Gentile | | Sr. Vice President — Sales | | | 12.5 | % | | | 50 | % | | |
The approval of the Plan by the Board shall not be deemed to create an enforceable agreement between the Company and any eligible participant and the Board retains the discretion to change the design of and participants in the Plan without notice to or approval of participants. No entitlement to payouts under the Plan shall exist until the payments are authorized by the Board.
A copy of the Plan is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Plan.
Section 5 — Corporate Governance and Management
Item 5.02Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On August 2, 2006, the Board increased the number of directors of the Company from nine to ten and appointed Greg A. Tunney, the Company’s President and Chief Executive Officer, to fill the newly created Board seat for a term expiring in 2009. Mr. Tunney’s appointment to the Board is required under the terms of the Executive Employment Agreement dated February 7, 2006, between the Company and Mr. Tunney. Mr Tunney will not serve on any standing committees of the Board.
Section 9 — Financial Statements and Exhibits.
Item 9.01Financial Statements and Exhibits.
(a) — (c) Not applicable.
(d) Exhibits.
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| Exhibit No. | | Description |
| | | |
| 10.1 | | 2007 R. G. Barry Management Bonus Plan |
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.
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| | | R. G. BARRY CORPORATION
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| August 8, 2006 | | By: | | /s/ Daniel D. Viren
Daniel D. Viren
Senior Vice President — Finance, Chief
Financial Officer and Secretary |
