Form 8-K STAPLES INC For: Sep 27
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E-mailUNITED 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): September 27, 2016
STAPLES, INC. |
(Exact name of registrant as specified in charter) |
Delaware | 0-17586 | 04-2896127 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Five Hundred Staples Drive, Framingham, MA | 01702 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: 508-253-5000
(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:
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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 27, 2016, Staples, Inc. (the "Company") and John Wilson, President, Staples International and Head of Global Transformation, mutually agreed that Mr. Wilson is leaving the Company effective as of October 31, 2016, and will receive his severance benefits pursuant to his severance agreement with the Company. In connection with Mr. Wilson's departure, on September 29, 2016 the Company and Mr. Wilson entered into a letter agreement (the "Letter Agreement") providing that Mr. Wilson will receive a contingent termination payment by March 31, 2017 equivalent to the amount he would have otherwise received under the Company’s Amended and Restated Executive Officer Incentive Plan (the “EOIP”) if he had remained employed through the end of fiscal year 2016, pro-rated to account for the time he was actually employed. Assuming the Company-wide performance objectives under the EOIP are achieved and at target levels, the amount of the termination payment would be equivalent to three-quarters of 85% of Mr. Wilson’s annual base salary, subject to the terms of the Letter Agreement. The Letter Agreement also provides that Mr. Wilson will receive a monthly housing allowance of Euro 12,500 per month plus reasonable utility expenses for the period beginning the day after his last day of employment and ending on February 28, 2017.
The foregoing description is qualified by reference to the full text of the Letter Agreement, which is filed as Exhibit 10.1 attached hereto, and incorporated by reference in its entirety into this Item 5.02.
Item 9.01 Financial Statements and Exhibits.
The exhibits listed on the Exhibit Index immediately preceding such exhibits are filed as part of this Current Report on Form 8-K.
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.
Date: | September 30, 2016 | Staples, Inc. | |
By: | /s/ Michael T. Williams | ||
Michael T. Williams | |||
Executive Vice President, | |||
General Counsel and Secretary | |||
Exhibit Index
Exhibit No. | Description |
10.1 | Letter Agreement dated September 29, 2016, between the Company and John Wilson. |
Exhibit 10.1
[Staples Letterhead]
September 29, 2016
Delivered By Hand
John B. Wilson
PO Box 327
Hyannis Port, MA 02647
Dear John:
As discussed, you and Staples Inc. have mutually agreed to end our employment relationship. In addition to the severance and other benefits you will receive, you will also be eligible for a one time termination payment (the “Termination Payment”) equivalent to the amount you would have otherwise received under the Company’s Amended and Restated Executive Officer Incentive Plan (the “EOIP”) if you had remained employed through the end of fiscal year 2016, pro-rated to account for the time you were actually employed. The calculation of the Termination Payment is dependent on the level of achievement of the company-wide performance objectives under the EOIP, which will be determined by the Company in its sole discretion on or around March 6, 2017. For clarity, assuming your last day of employment is October 31, 2016 and the company-wide performance objectives (including budgeted Earnings Per Share (EPS), Beyond Office Supply Sales (BO$$) Growth and Gross Margin $) are achieved at target levels, the amount of the Termination Payment will be equivalent to three-quarters (3/4) of 85% of your annual base salary; subject to adjustment in accordance with the methodology for determining payouts under the EOIP, including any threshold or maximum amounts. The Termination Payment, minus mandatory withholdings, will be paid in a lump sum by March 31, 2017, and will be subject to any right of recovery set forth in the EOIP.
In addition, the Company will pay you a monthly housing allowance of Euro 12,500 per month plus reasonable utility expenses for the period beginning the day after your last day of employment and ending on February 28, 2017. Nothing in this paragraph imposes an obligation on the Company to extend the work and/or residence permit of you or your family in The Netherlands; you assume the responsibility to comply with the immigration laws of The Netherlands if you elect to remain in the country after your last day of employment.
To be eligible to receive the Termination Payment and housing allowance set forth herein, you must remain employed through your Effective Termination Date, execute and return the signed Staples Severance Letter Agreement, and honor all obligations in the latter agreement.
Sincerely,
Regis Mulot
Regis Mulot
Executive Vice President Human Resources
Staples, Inc.
Acknowledgement:
I, the undersigned, John B. Wilson, acknowledge receipt of the above letter and agree to its terms.
_/s/ John B. Wilson_______________
John B. Wilson
Date: 9-29-16
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