UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 |
Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers. |
Sally Beauty Holdings, Inc. (the “Company”) has appointed Ms. Marlo Cormier, age 49, as Senior Vice President - Finance & Chief Accounting Officer of the Company. Ms. Cormier previously served as the Senior Vice President, Corporate Finance & Chief Accounting Officer of Fossil Group, Inc., a position she has held since 2013. Prior to her role at Fossil Group, Ms. Cormier served as the Vice President & Chief Accounting Officer of Callaway Golf.
The Compensation Committee of the Board has approved an annual base salary for Ms. Cormier of $430,000 and a sign-on bonus of $165,000, which sign-on bonus is subject to repayment if Ms. Cormier resigns or is terminated for cause within the first twelve months of her employment, 50% within months 13-18 and 25% within months 19-24. Ms. Cormier’s target annual bonus under the Company’s Annual Incentive Plan will be 60% of her base salary, with the amount of such bonus to be determined based on the achievement of performance metrics approved by the Compensation Committee for fiscal year 2020, and her bonus for fiscal year 2020 will be prorated based on her first day of employment. Ms. Cormier’s recommended equity grant target value for fiscal year 2021 will be $350,000. In addition, Ms. Cormier will receive a sign-on equity award comprised of a time-based restricted stock award worth $200,000. Ms. Cormier also will enter into the Company’s standard form of change-in-control severance agreement for executive officers, which provides for, among other benefits, (a) a lump sum payment upon a qualifying termination of employment following certain change-in-control transactions, in the amount of 1.99 times her annual base salary plus 1.99 times her average bonus over the previous five fiscal years of the Company, and (b) for a period of 24 months following such termination, the continuation of all policies of medical, accident, disability and life insurance with respect to Ms. Cormier and her dependents with the same level of coverage as provided by the Company prior to such termination, subject to certain other terms and conditions.
With respect to the disclosure required by Item 401(d) of Regulation S-K, there are no family relationships between Ms. Cormier and any director or executive officer of the Company. With respect to Item 404(a) of Regulation S-K, there are no relationships or related transactions between Ms. Cormier and the Company that would be required to be reported.
A copy of the press release announcing Ms. Cormier’s appointment as Senior Vice President - Finance & Chief Accounting Officer of the Company is attached hereto as Exhibit 99.1 and is incorporated into this Item 5.02 by reference.
Item 9.01 Financial Statement and Exhibits
(d)
Exhibit |
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Description |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SALLY BEAUTY HOLDINGS, INC. |
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Date: March 31, 2020 |
/s/ Christian A. Brickman |
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Christian A. Brickman |
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Director, President and Chief Executive Officer |
Exhibit 99.1
Media Contact: Jeff Harkins
jharkins@sallybeauty.com
Sally Beauty Appoints Marlo Cormier As Senior Vice President – Finance and Chief Accounting Officer
DENTON, Texas, March 31, 2020 – Sally Beauty Holdings, Inc. (NYSE: SBH) today announced the appointment of Marlo Cormier, as Senior Vice President - Finance and Chief Accounting Officer. Ms. Cormier was also named to the Company’s senior leadership team.
Ms. Cormier joins the Company from Fossil Group, Inc., where she was Senior Vice President, Corporate Finance and Chief Accounting Officer. At Fossil Group, Ms. Cormier’s responsibilities included general accounting and SEC reporting, financial planning and analysis, taxes and treasury. Prior to her role at Fossil Group, Ms. Cormier was the Vice President and Chief Accounting Officer of Callaway Golf and a Manager in Deloitte’s Accounting and Audit Services group.
“Marlo is an excellent addition to Sally Beauty Holdings’ executive bench. With her deep financial and accounting experience supporting companies in retail and wholesale distribution, we expect her to help us propel Sally Beauty Holdings through our COVID-19 reset and our continuing Transformation,” said Aaron Alt, President of Sally Beauty Supply and Chief Financial Officer.
About Sally Beauty Holdings, Inc.
Sally Beauty Holdings, Inc. (NYSE: SBH) is an international specialty retailer and distributor of professional beauty supplies with revenues of approximately $3.9 billion annually. Through the Sally Beauty Supply and Beauty Systems Group businesses, the Company sells and distributes through 5,089 stores, including 179 franchised units, and has operations throughout the United States, Puerto Rico, Canada, Mexico, Chile, Peru, the United Kingdom, Ireland, Belgium, France, the Netherlands, Spain and Germany. Sally Beauty Supply stores offer up to 8,000 products for hair color, hair care, skin care, and nails through proprietary brands such as Ion®, Generic Value Products®, Beyond the Zone® and Silk Elements® as well as professional lines such as Wella®, Clairol®, OPI®, Conair® and Hot Shot Tools®. Beauty Systems Group stores, branded as Cosmo Prof® or Armstrong McCall® stores, along with its outside sales consultants, sell up to 10,500 professionally branded products including Paul Mitchell®, Wella®, Matrix®, Schwarzkopf®, Kenra®, Goldwell®, Joico® and CHI®, intended for use in salons and for resale by salons to retail consumers. For more information about Sally Beauty Holdings, Inc., please visit https://www.sallybeautyholdings.com/.
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Document And Entity Information |
Mar. 31, 2020 |
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Cover [Abstract] | |
Entity Registrant Name | SALLY BEAUTY HOLDINGS, INC. |
Document Type | 8-K |
Amendment Flag | false |
Entity Central Index Key | 0001368458 |
Document Period End Date | Mar. 31, 2020 |
Entity Emerging Growth Company | false |
Entity File Number | 1-33145 |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 36-2257936 |
Entity Address, Address Line One | 3001 Colorado Boulevard |
Entity Address, City or Town | Denton |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 76210 |
City Area Code | 940 |
Local Phone Number | 898-7500 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of each class | Common Stock, $0.01 par value |
Trading Symbol | SBH |
Name of each exchange on which registered | NYSE |