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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): March 24, 2006
MICHAELS STORES, INC.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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001-09338
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75-1943604 |
(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
8000 Bent Branch Drive
Irving, Texas 75063
P.O. Box 619566
DFW, Texas 75261-9566
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (972) 409-1300
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
As of March 24, 2006, the Compensation Committee (the “Compensation Committee”) of the Board
of Directors of Michaels Stores, Inc. (the “Company”) approved the following actions regarding
certain of the Company’s executive officers as set out below.
2006 Base Compensation Determination for Executive Officers
The Compensation Committee approved changes to the annual base compensation rates, payable
during continued employment, of certain of the Company’s executive officers. The following table
sets forth the annual base compensation of the following executive officers of the Company for 2006
and 2005:
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Base |
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Year |
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Compensation |
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Jeffrey N. Boyer |
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2006 |
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$ |
500,000 |
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President and Chief Financial Officer |
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2005 |
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$ |
375,000 |
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Gregory A. Sandfort |
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2006 |
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$ |
500,000 |
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President and Chief Operating Officer |
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2005 |
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$ |
300,000 |
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Harvey S.
Kanter |
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2006 |
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$ |
350,000 |
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Executive
Vice President — Chief Merchant |
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2005 |
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$ |
290,750 |
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Thomas M.
Bazzone |
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2006 |
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$ |
350,000 |
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Executive
Vice President — Specialty Businesses |
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2005 |
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$ |
285,000 |
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Each of the following officers was promoted
to his current position, effective as of March 15, 2006. Accordingly, these
changes in base compensation supersede the changes made by the Compensation
Committee on March 14, 2006; see the Company’s Form 8-K filed on March
20, 2006, SEC File No. 001-09338. |
2
Fiscal Year 2006 Bonus Plans
The Compensation Committee approved the Fiscal Year 2006 Bonus Plans for the following
executive officers of the Company:
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Position: |
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Jeffrey N. Boyer2
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President and Chief Financial Officer |
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Gregory A. Sandfort2
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President and Chief Operating Officer |
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Harvey S. Kanter
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Executive Vice President — Chief Merchant |
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Thomas M. Bazzone
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Executive Vice President — Specialty
Businesses |
The Fiscal Year 2006 Bonus Plans for the foregoing executive officers are attached to this
Current Report on Form 8-K as Exhibits 10.1, 10.2, 10.3 and 10.4, and each is incorporated by
reference into this Item 1.01.
Item 9.01. Financial Statements and Exhibits.
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| Exhibit |
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Description |
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10.1 |
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Fiscal Year 2006 Bonus Plan for Jeffrey N. Boyer |
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10.2 |
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Fiscal Year 2006 Bonus Plan for Gregory A. Sandfort |
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10.3 |
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Fiscal Year 2006 Bonus Plan for Harvey S. Kanter |
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10.4 |
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Fiscal Year 2006 Bonus Plan for Thomas M. Bazzone |
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Supersedes the Fiscal Year 2006 Bonus Plans
approved by the Compensation Committee on March 14, 2006; see the
Company’s Form 8-K filed on March 20, 2006, SEC File No. 001-09338. |
3
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.
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MICHAELS STORES, INC.
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By: |
/s/ Jeffrey N. Boyer
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Jeffrey N. Boyer |
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President and Chief Financial Officer |
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Date:
March 29, 2006
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INDEX TO EXHIBITS
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| Exhibit |
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Description |
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10.1 |
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Fiscal Year 2006 Bonus Plan for Jeffrey N. Boyer |
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10.2 |
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Fiscal Year 2006 Bonus Plan for Gregory A. Sandfort |
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10.3 |
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Fiscal Year 2006 Bonus Plan for Harvey S. Kanter |
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10.4 |
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Fiscal Year 2006 Bonus Plan for Thomas M. Bazzone |