UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON
,
DC
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):
March
15, 2019
PIER 1 IMPORTS, INC.
(Exact
Name of Registrant as Specified in Charter)
|
DELAWARE |
001-07832 |
75-1729843 |
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
100 Pier 1 Place Fort Worth, Texas |
76102 |
|
(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s Telephone Number, Including Area Code 817-252-8000
N/A
(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 ( see General Instruction A.2. below):
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective March 14, 2019, the Compensation Committee of the Board of Directors of Pier 1 Imports, Inc. (the “Company”) awarded a one-time cash retention bonus in the amount of $50,000 to Darla D. Ramirez, Vice President and Controller of the Company’s operating subsidiaries and a named executive officer, payable with the pay period ending March 23, 2019. The retention bonus is subject to a clawback provision in the event Ms. Ramirez voluntarily terminates her employment with the Company or any of its affiliates, or if her employment is terminated by the Company or any of its affiliates due to a violation of any Company policy, in either event on or before September 23, 2019.
Item 9.01 Financial Statements and Exhibits.
| (d) Exhibits. | ||
| Exhibit No. | Description | |
|
Form of Retention Bonus Repayment Agreement between Pier 1 Services Company and Darla D. Ramirez. |
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.
|
PIER 1 IMPORTS, INC. |
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|
|
|||||
| Date: |
March 15, 2019 |
By: |
/s/ Robert E. Bostrom |
||
|
Robert E. Bostrom, Executive Vice President, Chief Legal and |
|||||
|
Compliance Officer and Corporate Secretary |
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Exhibit 10.1
Retention Bonus Repayment Agreement
By signing this Retention Bonus Repayment Agreement (“Agreement”) below I, Darla Ramirez, acknowledge that, as part of my employment with Pier 1 Services Company, a Delaware statutory trust, or any of its subsidiaries or affiliates (“Pier 1”), I am being offered a retention bonus of up to $50,000 (“Bonus”) under the following terms and conditions.
The Bonus will be paid out on pay period ending March 23, 2019 . The Bonus payment is contingent upon my active employment with Pier 1 at the time of payment. Additionally, to be eligible for the Bonus, I must satisfactorily perform the tasks and responsibilities that are assigned to me through the end of the bonus payment period.
Further, in consideration of Pier 1’s payment of the Bonus, I hereby agree as follows:
If, on or before September 23, 2019 , I voluntarily terminate my employment with Pier 1, or if my employment is separated by Pier 1 due to a violation of any Pier 1 policy, I agree that within ten (10) business days of the separation of my employment from Pier 1, I will repay the Bonus amount. I further agree that I will make my repayment to Pier 1 in the form of a check or money order made payable to Pier 1 Imports, Inc.
In the event I am obligated to repay or reimburse Pier 1 for any portion of the Bonus as provided in this Agreement, I authorize Pier 1 to deduct any portion of the Bonus which I am obligated to repay or reimburse from any wages due and owing to me including, but not limited to, my final paycheck. I understand and agree that, if such monies are not sufficient to repay the full amount I owe, I will remain obligated to reimburse or pay the balance to Pier 1.
I understand that this Agreement does not constitute a contract of employment or a guarantee of employment for any length of time, nine months or otherwise. Except where expressly superseded by state law, Pier 1 is an at-will employer and reserves the right to terminate the employment of any associate for any reason with or without past record of corrective action. An associate also has the right to terminate his/her employment with Pier 1 for any reason and at any time.
This Agreement was negotiated and entered into, at least in part, in the state of Texas and shall be construed under the laws of the state of Texas without regard to conflicts or choice of law and venue shall be brought exclusively in Tarrant County, Texas.
This Agreement is entered into and is effective as of the date indicated below.
| Pier 1 Services Company, | |
| By: Pier 1 Holdings, Inc., | |
| its managing trustee | |
|
/s/ Darla Ramirez |
/s/ Christine Murray |
| Printed Name: Darla Ramirez | Printed Name: Christine Murray |
| Title: Senior Vice President, Human Resources and CHRO | |
| Date: March 14, 2019 | Date: March 14, 2019 |