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) January 18,
2008
Hibbett
Sports, Inc.
(Exact
Name Of Registrant As Specified In Its Charter)
|
Delaware
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000-20969
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20-8159608
|
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(State
of Incorporation)
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(Commission
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(IRS
Employer
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File
Number)
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Identification
No.)
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451
Industrial Lane
Birmingham,
Alabama 35211
(Address
of principal executive offices)
(205)
942-4292
(Registrant’s
telephone number, including area code)
Not
Applicable
(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
January 18, 2008, the Compensation
Committee (the Committee) of the Board of Directors (the Board) of Hibbett
Sports, Inc. (the Company) adopted a Change in Control Severance Agreement
(the
Agreement) for specified Executives of the Company. The Committee
identified the positions of Chief Executive Officer, President, Chief Financial
Officer, Vice President of Merchandising and Vice President of Operations of
the
Company as eligible to receive payments under the Agreement, upon execution
by
the Executive and upon a Change in Control event defined within the
Agreement.
If
an Executive employment is
terminated by the Company without cause or by the Executive for good reason
within: (i) two years following a Change in Control; or (ii) within a six-month
period prior to a Change in Control if the Executive’s termination or
resignation is also directly related to or occurs in connection with a Change
in
Control, the Company shall pay the Executive a severance payment in the amount
equal to one and one half (1.5) times the sum of the Executive’s covered salary
and covered bonus. The severance shall be paid within thirty (30)
days of the Executive’s termination date or the Change in Control date,
whichever is later. In addition, to the extent the Executive has been
granted equity compensation under the Company’s equity compensation plans, the
Executive’s interest in such awards would become fully exercisable, vested and
norforfeitable as of the Change in Control date, to the extent not already
exercisable or vested as of such date.
The
covered salary for purposes of this
Agreement shall mean the highest annual rate of base salary paid to the
Executive by the Company prior to the termination or resignation of the
Executive’s employment. The covered bonus for purposes of this
Agreement shall mean the average of the actual cash bonuses paid to the
Executive for the five years prior to the year of the Executive’s termination or
resignation from the Company (or shorter period if the Executive has been
employed for a shorter period), but not to exceed the target bonus amount in
the
year of termination or resignation.
The
Agreement is attached to this Form
8-K as Exhibit 10.1.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
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Exhibit
No.
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Description
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10.1
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Change
In Control Severance Agreement
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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.
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HIBBETT
SPORTS, INC.
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By:
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/s/
Gary A. Smith
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Gary
A. Smith
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Vice
President and Chief Financial
Officer
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January 24,
2008
EXHIBIT
INDEX
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Exhibit
No.
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Description
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10.1
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Change
In Control Severance Agreement
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