UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 31, 2021, the Company announced that on August 27, 2021, David Kaplan resigned from the Board of Directors (the “Board”) of the Company, effective as of September 30, 2021 (the “Effective Date”). The Company expresses gratitude to Mr. Kaplan’s contributions to the Board and the Company. The departure of Mr. Kaplan is not related to any disagreement with the Company or the Board regarding any matter related to the Company’s operations, policies or practices.
On August 31, 2021, the Board determined, effective as of the Effective Date, to appoint Dwight James to the Board.
Mr. James is a Senior Vice President at Delta Air Lines, responsible for the company’s Digital Strategy, Customer Engagement & Loyalty and serves as the CEO of Delta Vacations, a wholly owned global subsidiary of Delta. Since 2009, he has held several senior executive roles at Delta, which include leading pricing and revenue management, where he oversaw the company’s development, planning and execution of global revenue generation strategies. Mr. James also led Delta’s international franchise where he was responsible for the company’s international revenue and profit performance. As an expatriate based in Amsterdam, Netherlands, Mr. James led the profit and loss statement of Delta’s Europe, Middle East, Africa and India portfolio. Mr. James also served as the company’s Chief Economist and Revenue Forecaster after beginning his career at Delta as an executive in the Corporate Strategy group. Prior to Delta, Mr. James held executive roles with The Home Depot in Strategy & Business Development and within the At Home Services division. Earlier in his career, he spent time as a management consultant with Deloitte Consulting in the Mergers & Acquisitions and Corporate Restructuring practices, focused on Energy, Retail and Consumer Business companies. Mr. James serves on the Advisory Board Council of Cool Girls, Inc. In addition to his community work, he is on the Executive Committee of the Diversity, Equity & Inclusion Council at Delta. Mr. James also serves on the Board of Directors of Virgin Red, the London-based consumer loyalty company of the Virgin Group. The Company believes Mr. James is qualified to serve on the Board of Directors based on his leadership experience, which has included overseeing digital strategies, customer loyalty and engagement, and strategic growth. Mr. James earned his B.A. in Business Administration from Morehouse College and MBA from Duke University – The Fuqua School of Business.
The Board also anticipates that Mr. James will serve on the Nominating & Corporate Governance Committee. Mr. James will receive the standard compensation amounts payable to non-employee directors of the Company, as described in the Company’s proxy statement for the 2021 annual meeting of stockholders.
There are no arrangements or understandings between Mr. James and any other person pursuant to which Mr. James was selected as a director, and there are no transactions between Mr. James and the Company that would require disclosure under Item 404(a) of Regulation S-K.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits: |
Exhibit Number |
Description |
| 99.1 | Press Release, dated August 31, 2021 |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) |
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.
| FLOOR & DECOR HOLDINGS, INC. | ||
| Date: August 31, 2021 | By: | /s/ David V. Christopherson |
| Name: | David V. Christopherson | |
| Title: |
Executive Vice President, General Counsel, and Secretary | |
Exhibit 99.1
Floor & Decor Holdings, Inc. Announces Appointment of New Director
August 31, 2021
ATLANTA--(BUSINESS WIRE)-- Floor & Decor Holdings, Inc. (NYSE: FND) announced today that Dwight James, Senior Vice President – Customer Engagement & Loyalty for Delta Air Lines (NYSE: DAL), and CEO of Delta Vacations, has been appointed to Floor & Decor’s Board of Directors, effective September 30, 2021.
Floor & Decor also announced that David Kaplan, Co-Founder of Ares Management Corporation, resigned from its Board of Directors, effective September 30, 2021. David remarked, “I am proud to have been part of Floor & Decor’s remarkable growth over the last decade and thankful for the partnership I have enjoyed with the entire management team. I believe that the future is very bright for Floor & Decor and that the Board has a very talented group of directors supporting the company’s continued value creation mission.”
Tom Taylor, CEO of Floor & Decor, said, “We are thrilled to welcome Dwight to our Board. He will bring a strong focus on customer engagement, loyalty and digital strategy to our Board discussions, and we believe his leadership skills will help us further build on the execution of our long-term strategic growth plan. We also thank David for his many valuable contributions to Floor & Decor over the last 11 years.”
About Dwight James
Mr. James is a Senior Vice President at Delta Air Lines, responsible for the company’s Digital Strategy, Customer Engagement & Loyalty and serves as the CEO of Delta Vacations, a wholly owned global subsidiary of Delta. Since 2009, he has held several senior executive roles at Delta, which include leading pricing and revenue management, where he oversaw the company’s development, planning and execution of global revenue generation strategies. Mr. James also led Delta’s international franchise where he was responsible for the company’s international revenue and profit performance. As an expatriate based in Amsterdam, Netherlands, Mr. James led the profit and loss statement of Delta’s Europe, Middle East, Africa and India portfolio. Mr. James also served as the company’s Chief Economist and Revenue Forecaster after beginning his career at Delta as an executive in the Corporate Strategy group. Prior to Delta, Mr. James held executive roles with The Home Depot in Strategy & Business Development and within the At Home Services division. Earlier in his career, he spent time as a management consultant with Deloitte Consulting in the Mergers & Acquisitions and Corporate Restructuring practices, focused on Energy, Retail and Consumer Business companies. Mr. James serves on the Advisory Board Council of Cool Girls, Inc. In addition to his community work, he is on the Executive Committee of the Diversity, Equity & Inclusion Council at Delta. Mr. James also serves on the Board of Directors of Virgin Red, the London-based consumer loyalty company of the Virgin Group. Mr. James earned his B.A. in Business Administration from Morehouse College and MBA from Duke University – The Fuqua School of Business.
About Floor & Decor Holdings, Inc.
Floor & Decor is a multi-channel specialty retailer and commercial flooring distributor operating 147 warehouse-format stores and two design centers across 33 states at the end of the second quarter of fiscal 2021. The Company offers a broad assortment of in-stock hard-surface flooring, including tile, wood, laminate, vinyl, and natural stone along with decorative and installation accessories, at everyday low prices. The Company was founded in 2000 and is headquartered in Atlanta, Georgia.
Forward-Looking Statements
This press release may include statements that constitute “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained in this release, are forward-looking statements. Forward-looking statements include any statements regarding the Company’s strategic and operational plans, future performance or financial condition and may often be identified by the use of words such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “could,” “seeks,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “budget,” “potential,” “focused on” or “continue” and other similar expressions that predict or indicate future events or trends.
Forward-looking statements speak only as of the date hereof and are not guarantees of future events, results, performance or achievements. These statements are based on the Company’s current expectations, assumptions, estimates and projections and involve known and unknown risks, uncertainties and other important factors that may cause the Company’s actual results to be materially different from those expressed or implied by the forward-looking statements, including, without limitation, those factors described in the Company’s filings with the Securities and Exchange Commission. Except as required by applicable law, the Company does not plan to update or revise any forward-looking statements, whether as a result of any new information, future events or otherwise.
View source version
on businesswire.com: https://www.businesswire.com/news/home/20201029005840/en/
Investor Contact:
Wayne Hood
Vice President of Investor Relations
678-505-4415
Wayne.hood@flooranddecor.com
or
Matt McConnell
Senior Manager of Investor Relations
770-257-1374
matthew.mcconnell@flooranddecor.com
Source: Floor & Decor Holdings, Inc.
Cover |
Aug. 27, 2021 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Aug. 27, 2021 |
| Entity File Number | 001-38070 |
| Entity Registrant Name | Floor & Decor Holdings, Inc. |
| Entity Central Index Key | 0001507079 |
| Entity Tax Identification Number | 27-3730271 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 2500 Windy Ridge Parkway SE |
| Entity Address, City or Town | Atlanta |
| Entity Address, State or Province | GA |
| Entity Address, Postal Zip Code | 30339 |
| City Area Code | 404 |
| Local Phone Number | 471-1634 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Class A common stock, $0.001 par value per share |
| Trading Symbol | FND |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |