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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 16, 1996
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ZALE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-21526 75-0675400
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
901 W. Walnut Hill Lane, Irving, Texas 75038-1003
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (214) 580-4000
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Not Applicable
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
On September 14, 1995, the Boards of Directors of Zale Corporation, a
Delaware corporation, and Zale Delaware, Inc., a Delaware corporation,
(hereafter referred to as the "Company") approved the preparation and
implementation of the Zale Delaware, Inc. Supplemental Executive Retirement
Plan (the "Plan"), which was executed on behalf of the Company February 23,
1996, to be effective as of September 15, 1995. The purpose of the Plan is to
provide eligible executives with the opportunity to receive payments each year
after retirement equal to a portion of their Final Average Pay as defined
below.
A participant becomes vested in benefits in the Plan after completing
five years of service with the Company after September 14, 1995. A participant
also becomes vested in Plan benefits upon a change of control of the Company or
the death or disability of the participant while an active employee. A retired
participant who is vested is entitled to monthly payments continuing over the
life of the participant (or, at the election of the participant, in a joint and
50% survivor annuity with his or her surviving spouse) commencing on the first
day of the month immediately following the participant's 65th birthday. The
amount of each payment is determined under the following formula:
Benefit Points x Final Average Pay
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100
Benefit Points are calculated based on a goal for earnings before
interest, taxes, appreciation and amortization established each plan year by
the Compensation Committee of the Company. The Final Average Pay means the
average of the monthly base salary received by the participant from the Company
in the 60-month period ending immediately prior to the participant's retirement
or other termination from the Company.
The Company plans to create a trust to be known as the "Zale Delaware,
Inc. Supplemental Executive Retirement Trust" (the "Trust") for the purpose of
holding assets contributed to the Trust to assist the Company in fulfilling its
obligations under the Plan.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
99 Zale Delaware, Inc. Supplemental Executive Retirement
Plan executed February 23, 1996, effective as of
September 15, 1995.
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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.
ZALE CORPORATION
Registrant
By: /s/ Alan P. Shor
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Alan P. Shor
Senior Vice President,
General Counsel and Secretary
Date July 12, 1996
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EXHIBIT INDEX
Exhibit
Number Description
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99 Zale Delaware, Inc. Supplemental Executive Retirement Plan executed
February 23, 1996, effective as of September 15, 1995.