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) March 13, 2007
Hibbett Sports, Inc.
(Exact Name Of Registrant As Specified In Its Charter)
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Delaware |
000-20969 |
20-8159608 |
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(State of Incorporation) |
(Commission |
(IRS Employer |
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File Number) |
Identification No.) |
451 Industrial Lane
Birmingham, Alabama 35211
(Address of principal executive offices)
(205) 942-4292
(Registrant’s telephone number, including area code)
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:
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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)) |
Item 5.02(e). Compensatory Arrangements of Certain Officers.
On March 13, 2007, the Compensation Committee (the “Committee”) of Hibbett Sports, Inc., (the “Company”) approved the annual base salaries (effective February 7, 2007) of the Company’s executive officers for fiscal 2008. The following table sets forth the annual base salary level of the Company’s Named Executive Officers (which officers were determined by reference to the Company’s proxy statement, dated May 1, 2006) for fiscal 2008 and fiscal 2007:
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Base Salary | |||
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Name |
Position |
Fiscal 2007 |
Fiscal 2008 | ||
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Michael J. Newsome |
Chief Executive Officer and Chairman |
$ |
440,000 |
$ |
465,000 |
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Brian N. Priddy |
President |
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308,000 |
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323,000 |
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Cathy E. Pryor |
Vice President of Operations |
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226,000 |
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242,000 |
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Jeffry O. Rosenthal |
Vice President of Merchandising |
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245,000 |
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265,000 |
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Gary A. Smith |
Vice President and Chief Financial Officer |
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245,000 |
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260,000 |
Also, on March 13, 2007, the Committee authorized the payment of annual incentive (i.e., bonus) awards to each of the Company’s Named Executive Officers in respect of the year ended February 3, 2007 (fiscal 2007). Consistent with past practice, the payment of the awards is made upon the Company achieving defined net income goals and the Named Executive Officer achieving certain personal goals. At the same time, the Committee established the target bonuses and performance goals for fiscal year 2008 annual incentive awards. These target bonuses are based on the Company’s earnings before interest and income taxes during fiscal year 2008 as well as individual goals. Both 2007 and 2008 fiscal year annual incentive bonuses were established under the 2006 Executive Officer Cash Bonus Plan adopted previously by the Company’s stockholders. The following table sets forth cash payments to the Named Executive Officers in respect of their annual incentive awards for fiscal year 2007 and the incentive bonus target amounts for fiscal year 2008, which may be less or more than the targeted amount depending on whether the Company falls short of or exceeds its performance goal:
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Annual Incentive Award | |||
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Name |
Position |
Fiscal 2007 |
Fiscal 2008 | ||
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Michael J. Newsome |
Chief Executive Officer and Chairman |
$ |
360,360 |
$ |
418,500 |
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Brian N. Priddy |
President |
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209,408 |
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258,400 |
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Cathy E. Pryor |
Vice President of Operations |
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106,158 |
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181,500 |
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Jeffry O. Rosenthal |
Vice President of Merchandising |
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160,969 |
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198,750 |
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Gary A. Smith |
Vice President and Chief Financial Officer |
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135,052 |
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195,000 |
In addition, the Committee granted new equity awards to the Company’s Named Executive Officers in the form of restricted stock units. These awards were granted under the 2005 Equity Incentive Plan and are subject to performance criteria set by the Committee based on the Company’s results for fiscal 2008. The awards will cliff vest in five years. However, 50% of the awards will be accelerated to three year cliff vesting upon achievement of performance criteria set by the Committee based on the Company’s earnings before interest, income taxes, depreciation and amortization for fiscal 2008 through fiscal 2010. The following table sets forth the restricted stock units granted to each Named Executive Officer for fiscal year 2008:
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Name |
Position |
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Restricted Stock Units |
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Michael J. Newsome |
Chief Executive Officer and Chairman |
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20,300 |
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Brian N. Priddy |
President |
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9,600 |
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Cathy E. Pryor |
Vice President of Operations |
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7,200 |
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Jeffry O. Rosenthal |
Vice President of Merchandising |
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7,900 |
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Gary A. Smith |
Vice President and Chief Financial Officer |
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7,700 |
The Company intends to provide additional information regarding the compensation awarded, including equity awards, to the Named Executive Officers in respect of and during the year ended February 3, 2007, in the proxy statement for the Company’s 2007 annual meeting of stockholders.
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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HIBBETT SPORTS, INC. | |
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By: |
/s/ Gary A. Smith |
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Gary A. Smith |
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Vice President and Chief Financial Officer |
March 19, 2007