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): November 3, 2003
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LIZ CLAIBORNE, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 001-10689 13-2842791
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification Number)
1441 Broadway, New York, New York 10018
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 626-3500
NOT APPLICABLE
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(Former name or former address, if changed since last report)
ITEM 5 OTHER EVENTS
On November 3, 2003, the Company entered into an Employment Agreement with Paul
R. Charron, as Chairman and Chief Executive Officer of the Company, replacing
the prior employment agreement between the Company and Mr. Charron. As provided
for in the Employment Agreement, the Company and Mr. Charron entered into a
First Amendment to Executive Termination Benefits Agreement, a Performance Share
Agreement, and a Restricted Share Agreement, as well as Amendment Two to the Liz
Claiborne Retirement Income Accumulation Plan for the benefit of Mr. Charron. As
part of the Employment Agreement, the Company also issued options to purchase
shares of Company stock, as evidenced by a stock option grant certificate issued
to Mr. Charron. Each of these documents are attached to this report as Exhibits
10.1 through 10.6, respectively, and are incorporated herein by reference as
though fully set forth herein.
ITEM 7(C). EXHIBITS
10.1 Employment Agreement, dated as of November 3, 2003, between Liz Claiborne,
Inc. and Paul R. Charron.
10.2 Amendment No. 2 to the Liz Claiborne Retirement Income Accumulation Plan
for the benefit of Paul R. Charron, effective as of November 3, 2003.
10.3 First Amendment to the Executive Termination Benefits Agreement (Change of
Control Agreement), made as of November 3, 2003, between Liz Claiborne, Inc. and
Paul R. Charron.
10.4 Stock Option Certificate, dated November 3, 2003, issued to Paul R. Charron
under the Liz Claiborne, Inc. 2002 Stock Incentive Plan (the "Plan").
10.5 Restricted Share Agreement under the Liz Claiborne, Inc. 2000 Stock
Incentive Plan, dated as of November 3, 2003, between Liz Claiborne, Inc. and
Paul R. Charron.
10.6 Performance Share Agreement under the Plan, dated as of November 3, 2003,
between Liz Claiborne, Inc. and Paul R. Charron.
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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.
LIZ CLAIBORNE, INC.
Dated: November 5, 2003 By: /s/ Michael Scarpa
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Name: Michael Scarpa
Title: Senior Vice President,
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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10.1 Employment Agreement, dated as of November 3, 2003, between Liz
Claiborne, Inc. and Paul R. Charron.
10.2 Amendment No. 2 to the Liz Claiborne Retirement Income
Accumulation Plan for the benefit of Paul R. Charron, effective
as of November 3, 2003.
10.3 First Amendment to the Executive Termination Benefits Agreement
(Change of Control Agreement), made as of November 3, 2003,
between Liz Claiborne, Inc. and Paul R. Charron.
10.4 Stock Option Certificate, dated November 3, 2003, issued to Paul
R. Charron under the Liz Claiborne, Inc. 2002 Stock Incentive
Plan (the "Plan").
10.5 Restricted Share Agreement under the Liz Claiborne, Inc. 2000
Stock Incentive Plan, dated as of November 3, 2003, between Liz
Claiborne, Inc. and Paul R. Charron.
10.6 Performance Share Agreement under the Plan, dated as of November
3, 2003, between Liz Claiborne, Inc. and Paul R. Charron.
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