-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PRdL2tH8/2a5vWFwIUCumUPgoazgd3Qxn2ZZSIDnR19QIGgRtoiwywMwHnaQZIzP +bJJS4HsRrQgCZ/0wQFLHA== 0000950137-06-014235.txt : 20061228 0000950137-06-014235.hdr.sgml : 20061228 20061228170933 ACCESSION NUMBER: 0000950137-06-014235 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061221 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061228 DATE AS OF CHANGE: 20061228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WILSONS THE LEATHER EXPERTS INC CENTRAL INDEX KEY: 0001016607 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 411839933 STATE OF INCORPORATION: MN FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21543 FILM NUMBER: 061303439 BUSINESS ADDRESS: STREET 1: 7401 BOONE AVENUE NORTH STREET 2: ST LOUIS PARK CITY: BROOKLYN PARK STATE: MN ZIP: 55428 BUSINESS PHONE: 6123914000 8-K 1 c11122e8vk.htm CURRENT REPORT e8vk
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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) December 21, 2006
Wilsons The Leather Experts Inc.
(Exact name of registrant as specified in its charter)
         
Minnesota   0-21543   41-1839933
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)       Identification No.)
     
7401 Boone Ave. N.    
Brooklyn Park, Minnesota                                           55428
(Address of principal executive offices)                                           (Zip Code)
Registrant’s telephone number, including area code (763) 391-4000
     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):
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


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Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers
Item 9.01. Financial Statements and Exhibits
SIGNATURES
Index to Exhibits
Second Amendment to Employment Agreement


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Item 5.02.   Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
     On December 21, 2006, the Company and Michael M. Searles, the Company’s Chief Executive Officer, entered into a Second Amendment to Employment Agreement (the “Second Amendment”). The Second Amendment extends the term of Mr. Searles’ employment pursuant to the Employment Agreement dated November 22, 2004, as modified by the Waiver and Modification under the Employment Agreement dated March 2, 2005 and Amendment to Employment Agreement dated as of September 14, 2005 (the “Original Employment Agreement”). Under the Original Employment Agreement, Mr. Searles’ employment would have ended January 31, 2007; however, the Second Amendment extends the term through January 31, 2008. In addition, the Second Amendment adds a provision clarifying that the Company and Mr. Searles intend for the Original Employment Agreement, as amended, to comply with the provisions of Section 409A of the Internal Revenue Code as adopted by the American Jobs Creation Act of 2004.
Item 9.01. Financial Statements and Exhibits.
(d)   Exhibits
  10.1   Second Amendment to Employment Agreement dated as of December 21, 2006 by and between the Company and Michael M. Searles.

 


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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.
             
    WILSONS THE LEATHER EXPERTS INC.    
 
           
Date: December 28, 2006
  By   /s/ Stacy A. Kruse
 
Stacy A. Kruse
   
 
      Chief Financial Officer and Treasurer    

 


Table of Contents

Index to Exhibits
         
Exhibit        
No.   Description   Method of Filing
10.1
  Second Amendment to Employment Agreement dated as of December 21, 2006 by and between the Company and Michael M. Searles.   Electronic Transmission

 

EX-10.1 2 c11122exv10w1.htm SECOND AMENDMENT TO EMPLOYMENT AGREEMENT exv10w1
 

Exhibit 10.1
SECOND AMENDMENT TO
EMPLOYMENT AGREEMENT
     THIS SECOND AMENDMENT to Employment Agreement (“Second Amendment”) is entered into as of this 21st day of December, 2006 by and between Wilsons The Leather Experts Inc. (the “Company”), and Michael M. Searles (“Executive”).
RECITALS
     A. Executive is employed by the Company as its Chief Executive Officer, pursuant to an Employment Agreement dated November 22, 2004 and as modified by the Waiver and Modification under the Employment Agreement dated March 2, 2005 and the Amendment to Employment Agreement dated as of September 14, 2005 (as so modified, the “Employment Agreement”).
     B. Pursuant to the Employment Agreement, the Term of Executive’s employment will end January 31, 2007.
     C. Executive and the Company wish to extend the Term, as set forth in this Second Amendment, and to further modify the terms and conditions of the Employment Agreement with the intention of complying with the American Jobs Creation Act of 2004 (the “Act”) and the transition guidance and proposed regulations issued under the Act.
AGREEMENT
     NOW, THEREFORE, in consideration of the foregoing recitals and mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
     1. The first sentence of Section 2 of the Employment Agreement is hereby replaced with the following:
Unless terminated at an earlier date in accordance with Section 10 hereof, the term of Executive’s employment with the Company shall be for the period commencing on December 1, 2004 and ending on January 31, 2008 (the “Term”).
     2. The Employment Agreement is hereby amended by inserting new Section 11(h), which shall provide as follows:
     (h) Notwithstanding any other provision of this Agreement (as may be amended from time to time), it is the intention of the Company and Executive that the terms and conditions of this Agreement shall fully satisfy the requirements of Section 409A(a)(2), (3) and (4) of the

 


 

Internal Revenue Code of 1986, as amended (“Code”), including current and future guidance and regulations interpreting such provisions. To the extent that any provision of this Agreement fails to satisfy those requirements, the provision shall automatically be modified in a manner that, in the good-faith opinion of the Company, brings the provision into compliance with those requirements while preserving as closely as possible the original intent of the provision and this Agreement. Such modifications may include, but are not necessarily limited to, providing that if Executive is a “specified employee” under Section 409A(a)(2)(B) of the Code, then any payment under this Agreement that is treated as deferred compensation under Section 409A of the Code shall be deferred for six months following the date of Executive’s “separation from service” (without interest or earnings).
     3. Other than as expressly amended in this Second Amendment, the Employment Agreement shall continue in full force and effect as so amended.
     IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment as of the date stated above.
                 
        WILSONS THE LEATHER EXPERTS INC.    
 
               
/s/ Michael M. Searles
 
Michael M. Searles
      By:   William F. Farley
 
Its Lead Director
   

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