0000008868-12-000021.txt : 20120410 0000008868-12-000021.hdr.sgml : 20120410 20120410170046 ACCESSION NUMBER: 0000008868-12-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120404 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120410 DATE AS OF CHANGE: 20120410 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVON PRODUCTS INC CENTRAL INDEX KEY: 0000008868 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 130544597 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04881 FILM NUMBER: 12752431 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105-0196 BUSINESS PHONE: 212-282-5000 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105-0196 8-K 1 d8k.htm FORM 8-K 8K
 
 
 
 
 

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): April 4, 2012

 
 
 
 
 
 Avon Products, Inc.
(Exact name of registrant as specified in charter)
 
 
 
 
 
 
 
 
 
 
New York
 
1-4881
 
13-0544597
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

 
 
1345 Avenue of the Americas

 
 
 
 
New York, New York 10105-0196
 
 
 
 
(Address of principal executive offices) (Zip Code)
 
 
 
 
 
 
 
 
 
(212) 282-5000  
 
 
 
 
(Registrant’s telephone number, including area code) 
 
 
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:
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))






 
 
 
 
 




INFORMATION TO BE INCLUDED IN THE REPORT


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 4, 2012, Avon Products, Inc. (the “Company”) entered into a Letter Agreement (the “Agreement”) with Sherilyn S. McCoy to serve as the Company's Chief Executive Officer reporting to the Board of Directors, commencing on April 23, 2012 (the “Commencement Date”). The Agreement provides that Ms. McCoy will also serve as a Director on the Company's Board of Directors. On the Commencement Date, Andrea Jung, the Company's current Chairman and Chief Executive Officer, will be named Executive Chairman, as previously announced late last year.

Ms. McCoy, age 53, previously served 30 years with Johnson & Johnson, where she rose to Vice Chairman in January 2011. In her most recent role, she oversaw the company's Pharmaceutical, Consumer, Corporate Office of Science & Technology, and Information Technology divisions. Prior to that, she served as Worldwide Chairman, Pharmaceuticals Group from 2009 to 2011, as Worldwide Chairman, Surgical Care Group from 2008 to 2009, and as Company Group Chairman and Worldwide Franchise Chairman of Ethicon, Inc., a subsidiary of Johnson & Johnson, from 2005 to 2008. Prior to that, she served as Global President for the Baby and Wound Care franchise of McNEIL-PPC, Inc., a subsidiary of Johnson & Johnson, from 2002 to 2005, after serving as Vice President, Marketing for a variety of global brands within its Skin Care franchise and as Vice President, Research & Development for the Personal Products Worldwide Division. Ms. McCoy joined Johnson & Johnson in 1982 as an Associate Scientist in Research & Development for Personal Products Company, a subsidiary of Johnson & Johnson.

The Agreement generally provides for the following key compensation and benefits to Ms. McCoy:
an annual base salary of $1,200,000
an annual cash incentive opportunity with a target award equal to 150% of base salary, subject to individual and business performance goals established by the Company's Compensation and Management Development Committee
participation in the Company's three-year long-term incentive program (currently comprised of 70% in performance-based restricted stock units and 30% in performance-based cash) with an annual target award equal to 600% of base salary, subject to achievement of performance goals
sign-on compensation in recognition of Ms. McCoy forfeiting a significant amount of value in unvested equity and other benefits from her prior employer, comprised of:
(i) 200,000 restricted stock units vesting ratably over five years, (ii) a deferred cash award of $850,000, vesting and becoming payable on the fifth anniversary of her

(Page 2 of 6 Pages)



Commencement Date with interest compounded annually at 3.25% and (iii) a sign-on bonus of $1,910,000 subject to repayment if she does not remain in our employ for five years, which obligation ceases at the rate of 20% for each year of employment (provided that in the event of certain qualifying terminations of employment, all of these sign-on compensation awards would become non-forfeitable)
in order to assist with Ms. McCoy's relocation, benefits under the Company's relocation policy and temporary housing for an initial period of up to six months
participation in the Company's medical, dental, life and disability insurance, 401(k) plan and retirement plans on the same basis as similarly situated senior executives, and certain other perquisites and benefits. For purposes of the Company's personal retirement account plan and benefit restoration plan, Ms. McCoy will be credited with an additional 2% of eligible compensation per year, with accruals thereunder commencing on, and full vesting as of, the Commencement Date.
In addition, if the Company terminates the employment of Ms. McCoy without cause, or if she terminates for “good reason,” following the third anniversary of the Commencement Date, she is entitled to receive a severance benefit of 24 months of base salary. If such termination occurs during the first three years of employment, Ms. McCoy would also be entitled to an amount equal to two times her annual incentive bonus target. Ms. McCoy will be subject to the noncompetition and nonsolicitation of employee covenants set forth in the Company's Severance Plan.

Ms. McCoy is covered by the Company's Change in Control Policy so that if the Company terminates her employment without cause, or she terminates for “good reason,” within two years after a change in control, Ms. McCoy would be paid the severance benefits provided under the Change in Control Policy, except that, pursuant to the Agreement, she would be entitled to three times salary and annual bonus rather than two times, and benefit continuation periods would be three years rather than two years. If payments become subject to the parachute payment excise tax under the Internal Revenue Code because they constitute excess parachute payments, Ms. McCoy will pay the excise tax (with no gross-up from the Company) or the change-in-control severance benefit will be reduced so that it does not constitute an excess parachute payment in order that the excise tax is not payable, whichever is most favorable to Ms. McCoy. In addition, other compensation plans of the Company in which she will participate, including the 2010 Stock Incentive Plan and the long-term incentive program described above, contain Change in Control provisions as described in the Company's Proxy Statement.

Ms. McCoy will be subject to the Company's stock ownership guidelines which will require her to own Company stock equal to six times salary within five years. Ms. McCoy will also be subject to the Company's compensation recoupment (“clawback”) policy.

The foregoing does not constitute a complete summary of the terms of the Agreement, and reference is made to the complete text of the Agreement, which is attached hereto as Exhibit 10.1.



(Page 3 of 6 Pages)



Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit 10.1
Letter Agreement dated as of April 4, 2012 between the Company and Ms. McCoy.


(Page 4 of 6 Pages)



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.

 
AVON PRODUCTS, INC.
 
(Registrant)
 
 
 
By /s/ Kim K. W. Rucker
 
Kim K.W. Rucker
 
Senior Vice President, General Counsel, Corporate
 
Secretary & Chief Compliance Officer
 
 
Date: April 10, 2012


(Page 5 of 6 Pages)




Exhibit Index

Exhibit 10.1    Letter Agreement dated as of April 4, 2012 between the Company and Ms. McCoy.


(Page 6 of 6 Pages)
EX-10.1 2 ex101.htm LETTER AGREEMENT DATED AS OF APRIL 4, 2012 BETWEEN THE COMPANY AND MS. MCCOY Ex 10.1

Exhibit 10.1
[Company Letterhead]


April 4, 2012
VIA COURIER
Ms. Sherilyn S. McCoy

Dear Sheri:
We are pleased to offer you the position of Chief Executive Officer of Avon Products, Inc. (“Avon”), reporting directly to Avon's Board of Directors (the “Board”). Your employment with Avon as Chief Executive Officer shall commence on April 23, 2012 (unless otherwise mutually agreed) and shall continue until terminated by either party as set forth herein. As Chief Executive Officer, you shall have such duties and authority, consistent with your position, as shall be determined from time to time by the Board. You will also be included as a nominee for election to the Board at each annual shareholders meeting which occurs while you are serving as Chief Executive Officer, in accordance with Avon's Corporate Governance Guidelines. During your employment with Avon, your principal place of employment shall be at Avon's principal headquarters in New York, New York and you will devote your full business time and best efforts to the performance of your duties to Avon, and will not engage in any other business, profession or occupation for compensation or otherwise that would conflict with or interfere with the rendition of such services directly or indirectly; provided that you shall not be precluded from accepting or continuing appointment to any corporate board of directors or board of directors or trustees of any charitable or civic organizations, subject, in each case, to Avon's Corporate Governance Guidelines; provided in each case, and in the aggregate, that such activities do not conflict or interfere with the performance of your duties to Avon or conflict with your Restrictive Covenants (as defined below).
Your annual base salary will be $1,200,000, payable in regular installments in accordance with Avon's usual payment practices. Although this salary is quoted on an annual basis, it does not imply a specific period of employment. Your annual base salary shall be subject to such increases, if any, as may be determined in the discretion of the Compensation Committee of the Board (the “Compensation Committee”). Your annual base salary, as in effect from time to time, is hereinafter referred to as the “Base Salary”.
You will be eligible to participate in Avon's annual incentive program available to senior executives beginning with the 2012 plan year. Your annual target award under the annual incentive program will be 150% of your Base Salary, with the opportunity for a maximum payout of 200% of target. Annual awards are contingent on relevant individual and business performance goals being achieved. Payment in respect of your annual incentive award, if any, will be made in the calendar year following the year in respect of which such annual incentive award is earned at the same time when annual incentive



Ms. Sherilyn S. McCoy

Page 2


awards are generally paid to Avon's other senior executives.
You will be eligible to participate in the long-term incentive program available to Avon's senior executives beginning in 2012. You will receive your first regular award with respect to the 2012-2014 performance cycle upon the date of your commencement of employment with Avon (the “Commencement Date”). Long-term incentives are currently delivered 70% in performance-based restricted stock units (“PRSUs”) granted under Avon's 2010 Stock Incentive Plan (the “2010 SIP”), and 30% in performance-based cash; however, Avon may change the composition of long-term incentive awards for future years' grants. PRSUs are generally settled in shares of Avon common stock. The number of PRSUs that vest and the payout percentage for performance cash are subject to performance against pre-set goals. Cycles are generally three years in duration. The Compensation Committee has approved a target long-term incentive award to you for 2012 valued at 600% of your Base Salary (i.e., $7,200,000) with terms and conditions consistent with those applicable to the 2012 long-term incentive awards that have been granted to Avon's other senior executives. In each future year during which you remain employed with Avon, we expect to make additional annual long-term incentive grants to you with an aggregate annual value of 600% of your Base Salary in effect from time to time, in such form and subject to such terms and conditions as the Compensation Committee may determine at the time of grant. For purposes of any long-term incentive awards granted to you by Avon as described in this paragraph, you will be deemed “Retirement” eligible for purposes of any such outstanding awards from and after the 5th anniversary of the Commencement Date.
We recognize that you will be forfeiting a significant amount of value in unvested equity and other benefits when you leave your current employer. In order to help offset this loss, Avon's Compensation Committee has approved granting to you (i) a special time-based award of 200,000 restricted stock units (the “Sign-On RSUs”), (ii) a deferred cash award with an initial value of $850,000 (the “DCA”) and (iii) a sign-on bonus of $1,910,000, subject to the recoupment provisions described below (the “Sign-On Bonus”). The Sign-On RSUs will vest and be paid to you in five equal annual installments on each of the first five anniversaries of the Commencement Date, and the DCA will vest and be paid to you in full upon the fifth anniversary of the Commencement Date, in each case, subject generally to your continued employment with Avon through the applicable vesting dates and, in each case, subject to accelerated vesting and payment in full in the event of your Severance Termination (as defined below) or in the event of your death or termination of employment due to “Disability” (as defined in the 2010 SIP). The Sign-On Bonus will be paid to you in cash within 5 days following the Commencement Date; provided, however, that you will be obligated to repay to Avon the “unvested portion” of your Sign-On Bonus within 5 days following any termination of your employment with Avon other than a Severance Termination or a termination due to death or Disability. For purposes of the preceding sentence, the “unvested portion” of your Sign-On Bonus will initially be 100%, with the remaining unvested portion lapsing in 20% installments on each of the first five anniversaries of the Commencement Date, subject to your continued employment with Avon through such anniversary dates. Your Sign-On RSUs will be paid/settled in shares, or at the election of Avon, in cash of equivalent value if and when they



Ms. Sherilyn S. McCoy

Page 3


vest as described above. The DCA will be paid/settled in cash (increased by interest at the rate of 3.25% per annum, compounded annually) if and when the DCA vests as described above.
As a senior executive of Avon, you will need to adhere to stock ownership guidelines, which encourage executive share ownership and align executive interests with those of shareholders consistent with best practices among high-performing companies. You will be required to own Avon stock equal to six times your Base Salary within five years from the Commencement Date. You further acknowledge and agree that you will be subject to Avon's compensation recoupment (i.e., “clawback”) policy, as in effect from time to time, with respect to compensation awards that you receive from Avon.
In order to assist with your relocation to the New York City area, Avon will provide you with a suitable executive apartment or equivalent hotel suite in Manhattan for up to 6 months following the Commencement Date, while you are employed with us. Additionally, you will be afforded benefits under Avon's relocation policy applicable to other senior executives. Thereafter, to the extent you reasonably request further support from Avon with respect to lodging in New York City, you and Avon will discuss in good faith the nature and scope of any such additional support.
You will be eligible to participate in the benefit programs generally available to all Avon senior executives. Accordingly, you will be eligible for our health and welfare benefits such as medical, dental, vision and long-term disability plans as of your date of hire. In addition, you will be eligible to participate in Avon's retirement plans on the same basis as similarly situated senior executives, including with respect to participation under the Avon Personal Savings Account Plan (Avon's 401(k) plan), the Avon Products, Inc. Personal Retirement Account Plan (the “PRA”) and Avon's Benefit Restoration Pension Plan (“BRP”). For purposes of your pension benefit accruals under the PRA and the BRP, you will be credited with an additional 2% of eligible compensation per year beyond the normal applicable contribution percentages under such plans (with such excess PRA contributions credited under the BRP). Your eligibility for and pension benefit accruals under, the BRP will commence and be fully vested from and after the Commencement Date, and, to the extent that any pension benefits that you would have earned under the PRA are unvested and therefore forfeited at the time of your termination of employment with Avon, any such forfeited pension benefits will be provided to you as an additional benefit under the BRP.
You will also be covered under other Avon compensation plans and policies and perquisite arrangements in which similarly situated Avon senior executives participate, including, without limitation, Avon's plans and policies for senior executives with respect to (i) financial planning and tax preparation services and (ii) executive health exams. Additionally, you will be provided with use of a car and driver and NetJets (or equivalent) plane usage, in each case, to the extent practicable and for business purposes only, and a home security system. The car and driver provided to you as described in the preceding sentence will be made available to you on a similar basis as provided to Avon's prior Chief Executive Officer, as reasonably needed for you to conduct business in connection with your commute between your New Jersey residence and Manhattan.



Ms. Sherilyn S. McCoy

Page 4


You will be eligible for four weeks of vacation on the same basis as provided generally to similarly situated senior executives of Avon. If you leave Avon's employment you will be paid for any unused vacation earned and not used through your termination date.
Except as modified by this letter agreement, you will be eligible to receive severance in the form of salary continuation under Avon's Severance Pay Plan, as amended from time to time (the “Severance Plan”) and with severance payments to be made during the 24 month period following your separation from service with Avon in accordance with Avon's customary payroll practices. You shall be entitled to receive severance payments and benefits under the Severance Plan in the event of your “Severance Termination”, as defined below. In the event of your Severance Termination prior to the 3rd anniversary of the Commencement Date, your cash severance payments will equal the sum of two-times your Base Salary and two-times an amount equal to your then current annual target bonus, paid over the 24 month severance period provided under the terms of the Severance Plan. In the event of your Severance Termination on or after the 3rd anniversary of the Commencement Date, your cash severance benefit under the Severance Plan shall be limited to the amounts generally paid to Avon's senior executive officers as severance (currently, 24 months' Base Salary), but in no event less than 24 months' Base Salary. Please note that payment of your severance benefits will be in accordance with the provisions of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), including any applicable six-month delay for certain payments made upon a separation from service as set forth in Section 5.2 of the Severance Plan. In order to be eligible for severance benefits, you will be required to sign a general release of all claims at the time and in the manner described in the Severance Plan (and in any event, within 30 days following your separation from service with Avon) with severance payments commencing (subject to the six-month wait period) effective on such 30th day; provided, however, that you shall not release Avon of its obligations to indemnify you or cover you under Avon's director and officer liability insurance policy. Additionally, you acknowledge and agree that you will be considered a “Selected Exempt Eligible Employee” within the meaning of the Severance Plan and, accordingly, you will be subject to the noncompetition and nonsolicitation provisions described under Sections 5.5 and 5.6 of the Severance Plan (which are incorporated herein by reference and which, together with the confidentiality restrictions described below, are referred to as the “Restrictive Covenants”).
As used herein, the term “Good Reason” has the meaning assigned to such term under Avon's Change in Control Policy, as amended from time to time (the “CIC Policy”), determined without regard to the requirement under the CIC Policy that a termination for Good Reason must occur within two years following a Change in Control (as defined in the CIC Policy); provided, however, that the term “Good Reason” shall also include a material breach by Avon of this letter agreement for which you have provided written notice to Avon within 90 days of the initial existence of such material breach and which Avon has failed to cure within 30 days thereafter. As used herein, the term “Severance Termination” means (i) an involuntary termination of your employment by Avon other than due to (x) your disability (as defined in Avon's long-term disability plan) or (y) a “Summary Dismissal”, as defined in the CIC Policy, or (ii) a termination of your employment by you for Good Reason, as defined above.



Ms. Sherilyn S. McCoy

Page 5


You will also be a covered participant under the CIC Policy; provided, however, that for purposes of payments and other benefits under the CIC Policy, in the event of your “Qualifying Termination” (as defined in the CIC Policy), your applicable severance multiple will be 3 (rather than 2) and applicable continuation periods shall be 3 years (rather than 2 years).
In the event that Avon rescinds this offer letter agreement prior to the Commencement Date other than due to your failure to satisfy the Employment Conditions (as defined below), you shall be entitled to receive cash payments from Avon equal to the cash amounts and the value of any non-cash benefits that you would have been entitled to receive from Avon in the event your employment had been terminated due to a Severance Termination immediately following the Commencement Date (including, without limitation, accelerated vesting of Sign-On RSUs and the DCA and payment in respect of your Sign-On Bonus); provided, however, that if (i) any such rescission is made at the request of a third party who has taken steps reasonably calculated to effect a Change in Control or otherwise arises in anticipation of a Change in Control and (ii) such Change in Control transaction actually occurs, then the cash payments that you shall be entitled to receive will be equal to the cash amounts and the value of other benefits that you would have received in the event of a Qualifying Termination immediately following the Commencement Date (including, without limitation, accelerated vesting of Sign-On RSUs and the DCA and payment in respect of your Sign-On Bonus).
In the event that any amount or benefit paid or distributed to you by Avon or its affiliates, whether pursuant to this letter agreement or otherwise (collectively, the “Covered Payments”), is or becomes subject to the tax (the “Excise Tax”) imposed under Section 4999 of the Code, then the Covered Payments will be reduced to the extent necessary so that no portion of the Covered Payments is subject to the Excise Tax (the “Reduced Amount”); provided that such amounts shall not be so reduced if, without such reduction, you would be entitled to receive and retain, on a net after tax basis (including, without limitation, after any Excise Taxes), an amount that is greater than the amount, on a net after tax basis, that you would be entitled to retain upon receipt of the Reduced Amount. If the determination made pursuant to this paragraph results in a reduction of the payments that would otherwise be paid to you except for the application of this paragraph, such reduction in payments will be first applied to reduce any cash severance payments that you would otherwise be entitled to receive and will thereafter be applied to reduce other payments and benefits in a manner that would not result in subjecting you to additional taxation under Section 409A of the Code.
You shall hold in a fiduciary capacity for the benefit of Avon all secret or confidential information, knowledge or data, including without limitation all trade secrets, relating to Avon or its affiliates, and their respective businesses (i) obtained by you during your employment by Avon or its affiliates and (ii) which is not otherwise publicly known (other than by reason of an unauthorized act by you). After termination of your employment with Avon, you shall not, without the prior written consent of Avon, unless compelled pursuant to an order of a court or other body having jurisdiction over such matter, communicate or divulge any such information, knowledge or data to anyone other than Avon and those designed by it.
Your employment at Avon is contingent upon your passing a satisfactory background investigation, reference checks, compliance with immigration law and passing a drug screening



Ms. Sherilyn S. McCoy

Page 6


test (the “Employment Conditions”). As you may be aware, immigration law requires that Avon verify the employment authorization status of all new employees. Therefore, on your first day you will be asked to provide documents which establish your identity and employment eligibility. We will forward a list of acceptable documents for verification purposes in due course.
Avon maintains a drug free work environment and requires that all new hires pass a drug screen as a condition of employment. The results of this test must be received prior to your date of employment; you should allow 3-4 business days for the results to be processed.
Your employment with Avon hereunder shall constitute “at will” employment and may be terminated by you or Avon at any time (subject to Avon's obligations to you set forth herein and under the programs in which you participate described herein); provided that you will be required to give Avon 60 days advance notice of any resignation of your employment with Avon (other than for Good Reason as described above).
Avon may withhold from any amounts payable hereunder such Federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation.
You hereby represent to Avon that you are not subject to any restrictive covenants with respect to employment other than those covenants disclosed to Avon in writing prior to the date hereof. Additionally, you hereby covenant and represent to Avon that you will not, during the course of your employment with Avon, seek to utilize any trade secrets or confidential or proprietary information belonging to one of your prior employers.
Avon will promptly pay directly or reimburse you for all reasonable attorneys fees and financial advisor fees incurred in connection with the negotiation and finalization of this letter agreement, not to exceed $75,000 in the aggregate.
Sheri, we very much look forward to your joining Avon. We are confident your career at Avon will be rewarding. If you have any questions, please feel free to call either of us.




Ms. Sherilyn S. McCoy

Page 7


This letter agreement constitutes the entire agreement between you and Avon regarding the terms and conditions of your employment with Avon; shall be governed by and construed in accordance with the laws of the State of New York, applied without reference to principles of conflicts of laws; and may be executed in one or more counterparts, each of which shall constitute an original with the same effect thereto and hereto were upon the same instrument.
Sincerely,
/s/ Fred Hassan
 
 
 
 
 
 
 
 
 
Fred Hassan, on behalf of the Board
 
 
 
 
 
 
 
/s/ Maria Elena Lagomasino
 
 
 
 
 
 
 
 
 
Maria Elena Lagomasino, on behalf of the Board
 
 
 
 
 
 
 
Accepted and Agreed to:
 
 
 
 
/s/ Sherilyn S. McCoy
 
April 4, 2012
 
 
 
 
 
 
 
Sherilyn S. McCoy
 
Date