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) July 14, 2006
MOVIE GALLERY, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-24548 63-1120122
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
900 West Main Street
Dothan, Alabama 36301
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(334) 677-2108
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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:
[ ] 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 July 14, 2006, Hollywood Entertainment Corporation, a wholly owned
subsidiary of Movie Gallery, Inc., entered into an Executive Employment
Agreement, effective July 11, 2006, with Timothy A. Winner, Executive
Vice President and Chief Operating Officer - Hollywood Entertainment
Division (the "Winner Employment Agreement"). On July 18, 2006, Movie
Gallery US, LLC, a wholly owned subsidiary of Movie Gallery, Inc.,
entered into an Executive Employment Agreement, dated July 18, 2006,
with Mark S. Loyd, Executive Vice President and Chief Merchandising
Officer (the "Loyd Employment Agreement," and together with the Winner
Employment Agreement, the "Employment Agreements").
Under the Employment Agreements, Mr. Winner and Mr. Loyd will each
receive an annual base salary of $350,000, subject to increases at the
sole discretion of the company's board of directors. Mr. Winner and Mr.
Loyd are also eligible to participate in the executive officer bonus
program and other incentive, bonus, cash and equity compensation plans.
The Winner Employment Agreement provides for an initial term of twelve
months, subject to automatic renewal thereafter for additional one-year
terms unless either party gives notice of its intent not to renew at
least thirty days prior to the expiration of the then-current term.
Pursuant to the Winner Employment Agreement, either the company or Mr.
Winner may terminate his employment at any time. However, if the
company terminates Mr. Winner in a Termination Without Cause or upon a
Constructive Termination, each as defined in the Winner Employment
Agreement, the company must pay Mr. Winner severance in an amount
between one and one and a half times his annual base salary.
The Loyd Employment Agreement also provides for an initial term of
twelve months, subject to automatic renewal thereafter for additional
one-year terms unless either party gives notice of its intent not to
renew at least thirty days prior to the expiration of the then-current
term. Pursuant to the Loyd Employment Agreement, either the company or
Mr. Loyd may terminate his employment at any time. However, if the
company terminates Mr. Loyd in a Termination Without Cause or upon a
Constructive Termination, each as defined in the Loyd Employment
Agreement, the company must pay Mr. Loyd severance in an amount between
one and one and a half times his annual base salary.
The foregoing description of the Winner Employment Agreement and the
Loyd Employment Agreement do not purport to be complete and are
qualified in their entirety by reference to the Winner Employment
Agreement and the Loyd Employment Agreement, which are filed as
Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on
Form 8-K and are incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
10.1 Executive Employment Agreement between Hollywood
Entertainment Corporation and Timothy A. Winner dated
July 11, 2006.
10.2 Executive Employment Agreement between Movie Gallery US,
LLC and Mark S. Loyd dated July 18, 2006.
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.
MOVIE GALLERY, INC.
Date: July 20, 2006
/S/ S. Page Todd
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S. Page Todd
Executive Vice President, Secretary,
General Counsel and Chief Compliance
Officer
INDEX TO EXHIBITS
10.1 Executive Employment Agreement between Hollywood Entertainment
Corporation and Timothy A. Winner dated July 11, 2006.
10.2 Executive Employment Agreement between Movie Gallery US, LLC and
Mark S. Loyd dated July 18, 2006.