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) February 29,
2008
Hibbett Sports,
Inc.
(Exact
Name Of Registrant As Specified In Its Charter)
|
Delaware
|
000-20969
|
20-8159608
|
|
(State
of Incorporation)
|
(Commission
|
(IRS
Employer
|
|
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)
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
5.02(e). Compensatory Arrangements of Certain Officers.
Executive
Compensation
On February 29, 2008, the Compensation
Committee (Committee) of Hibbett Sports, Inc. (Company) approved the annual base
salaries (effective February 3, 2008) of the Company’s executive officers for
Fiscal 2009. 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 2, 2007) for Fiscal
2009 and Fiscal 2008:
|
Base
Salary
|
|||
|
Name
|
Position
|
Fiscal
2008
|
Fiscal
2009
|
|
Michael
J. Newsome
|
Chief
Executive Officer and Chairman of the Board
|
$ 465,000
|
$ 525,000
|
|
Nissan
Joseph **
|
Chief
Operating Officer and President
|
NA
|
290,000
|
|
Cathy
E. Prior
|
Vice
President of Operations
|
242,000
|
255,000
|
|
Jeffry
O. Rosenthal
|
Vice
President of Merchandising
|
265,000
|
285,000
|
|
Gary
A. Smith
|
Vice
President and Chief Financial Officer
|
260,000
|
278,000
|
** Salary
approved upon hire and reported on Form 8-K, filed on January 2,
2008.
Also, on February 29, 2008, 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
2, 2008 (Fiscal 2008). Consistent with past practice, the payment of
the awards is made upon the Company achieving defined company financial goals
and the Named Executive Officer each achieving specified personal
goals. At the same time, the Committee established the target bonuses
and performance goals for the Fiscal 2009 annual incentive
awards. These target bonuses are also based on the Company’s
financial performance during Fiscal 2009 as well as specified personal
goals. Both fiscal year annual incentive bonuses were established
subject to 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 2008 and the incentive bonus target amounts for Fiscal 2009 which may be
less or more than the targeted amount:
|
Annual
Incentive Award
|
|||
|
Name
|
Position
|
Fiscal
2008
|
Fiscal
2009
|
|
Michael
J. Newsome
|
Chief
Executive Officer and Chairman of the Board
|
$ --
|
$ 525,000
|
|
Nissan
Joseph
|
Chief
Operating Officer and President
|
NA
|
232,000
|
|
Cathy
E. Prior
|
Vice
President of Operations
|
6,100
|
191,505
|
|
Jeffry
O. Rosenthal
|
Vice
President of Merchandising
|
--
|
224,200
|
|
Gary
A. Smith
|
Vice
President and Chief Financial Officer
|
12,730
|
208,500
|
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 Amended
2005 Equity Incentive Plan, have graded cliff vesting provisions from one to
five years, and are subject to performance criteria set by the Committee based
on the Company’s Fiscal 2009, Fiscal 2010 and Fiscal 2011 financial
results. The following table sets forth the target restricted stock
units to be awarded to each Named Executive Officer for Fiscal 2009 upon
achievement of specified performance criteria:
|
Restricted
|
||
|
Name
|
Position
|
Stock
Units
|
|
Michael
J. Newsome
|
Chief
Executive Officer and Chairman of the Board
|
30,000
|
|
Nissan
Joseph
|
Chief
Operating Officer and President
|
18,200
|
|
Cathy
E. Prior
|
Vice
President of Operations
|
13,600
|
|
Jeffry
O. Rosenthal
|
Vice
President of Merchandising
|
14,900
|
|
Gary
A. Smith
|
Vice
President and Chief Financial Officer
|
14,500
|
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 2, 2008, in the proxy statement for the Company’s 2008 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.
|
HIBBETT
SPORTS, INC.
|
||
|
By:
|
/s/
Gary A. Smith
|
|
|
Gary
A. Smith
|
||
|
Vice
President and Chief Financial
Officer
|
||
March 5,
2008