UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): March 2, 2005
Saucony, Inc.
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(Exact Name of Registrant as Specified in Charter)
Massachusetts 000-05083 04-1465840
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(State or Other Juris- (Commission (IRS Employer
diction of Incorporation) File Number) Identification No.)
13 Centennial Drive, Peabody, Massachusetts 01960
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 978-532-9000
Not Applicable
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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))
Item 1.01. Entry into a Material Definitive Agreement.
On March 2 2005, the compensation committee of Saucony's board of directors
approved total fiscal year 2004 cash bonuses for each of Saucony's executive
officers.
The bonuses for John H. Fisher and Charles A. Gottesman were determined in
accordance with the terms of each executive's employment agreement with Saucony
and were based upon Saucony's pre-tax income for fiscal 2004. The bonus for
Michael Umana was determined in accordance with the terms of his letter
agreement with Saucony and was based upon Saucony's earnings per share for
fiscal 2004, as well as the discretion of the compensation committee. The
bonuses for Saucony's other executive officers were determined in accordance
with the terms of Saucony's Vice President Bonus Plan and were based upon
Saucony's sales and earnings per share for fiscal 2004, as well as the
discretion of the compensation committee.
In assessing the satisfaction of financial performance targets for the 2004
fiscal year for purposes of determining total bonuses for Saucony's executive
officers, the compensation committee exercised its discretion to exclude the
effects of the environmental charge announced by Saucony in its fourth quarter
and fiscal year 2004 earnings announcement press release dated March 3, 2005.
The total bonuses awarded for the 2004 fiscal year to each of Saucony's
named executive officers (determined as of December 31, 2004 in accordance with
Item 402 of Regulation S-K) are as follows:
Total Fiscal
Name Title 2004 Bonus
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John H. Fisher Chairman of the Board, President $602,804
and Chief Executive Officer
Charles A. Gottesman Vice Chairman of the Board and $401,869
Executive Vice President, Business
Development
Michael Umana Executive Vice President, Finance, $296,576
Chief Operating and Financial
Officer, Treasurer and Clerk
Brian Enge Senior Vice President, Hind Apparel $100,000
Division
Samuel S. Ward Senior Vice President, Operations $100,000
and Technology
SIGNATURE
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.
Date: March 8, 2004 SAUCONY, INC.
By: /s/ Michael Umana
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Michael Umana
Executive Vice President,
Finance and Chief Operating and
Financial Officer