DELAWARE
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001-07832
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75-1729843
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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100 Pier 1 Place
Fort Worth, Texas
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76102
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(Address of Principal Executive Offices)
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(Zip Code)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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The Company agreed to waive the non-competition provisions set forth in the Walsh Agreement and any related non-competition
provision by and between the Company and Ms. Walsh.
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The Company agreed to modify the non-disparagement provision set forth in the Walsh Agreement such that the Company will have the
same duty as Ms. Walsh with respect to non-disparagement.
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The Company will not require Ms. Walsh to repay any portion of the retention award paid pursuant to that certain First Amended and
Restated Retention Award Agreement dated January 8, 2019, by and between Ms. Walsh and the Company.
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The Company will not require Ms. Walsh to repay any amounts previously paid to Ms. Walsh or on her behalf in connection with her
relocation to Texas in 2018.
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PIER 1 IMPORTS, INC.
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Date: May 14, 2019
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By:
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/s/ Robert E. Bostrom
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Robert E. Bostrom, Executive Vice President, | ||||
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Chief Legal and Compliance Officer and Corporate Secretary
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Re: |
Letter Agreement regarding Executive Severance Agreement (“Severance Agreement”), dated January 25, 2018, by and between Nancy A. Walsh (“Executive”) and Pier
1 Imports, Inc. and its related affiliates and subsidiaries (“Pier 1” or “Company”)
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1.
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Subject to the specified outplacement services described in item 2 below, the Company will provide Executive the Salary
Continuation and other benefits outlined in Section 1(a) of the Severance Agreement.
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2.
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The Company agrees to pay Challenger, Grey & Christmas, Inc. the sum of $15,000 for Executive’s outplacement services.
Payment shall be made directly to Challenger, Grey & Christmas, Inc. upon receipt of its invoice for outplacement services. The payment described in this Section 2 satisfies any and all obligations of the Company to provide
outplacement services pursuant to Section 1(a)(ii) of the Severance Agreement.
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3.
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The Company hereby waives the non-competition provisions set forth in Section 4(c) of the Executive Agreement and any related
non-competition provision by and between the Company and Executive.
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4.
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The non-disparagement provision set forth in Section 6 of the Severance Agreement is hereby modified to be mutual between the
parties. Specifically, the Company shall be under the same duty not to disparage Executive as Executive is not to disparage the Company.
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5.
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The Company will not require Executive to repay any portion of the retention award paid pursuant to that certain First Amended and
Restated Retention Award Agreement dated January 8, 2019, by and between Executive and Company, or sums previously paid to Executive or on Executive’s behalf in connection with Executive’s relocation to Texas in 2018.
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Very truly yours,
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Pier 1 Services Company,
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By: Pier 1 Holdings, Inc., its managing trustee
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By:
/s/ Christine C. Murray
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Name: Christine C. Murray
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Title: Executive Vice President, Human Resources & CHRO
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Acknowledge and Agreed:
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/s/ Nancy A. Walsh
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Nancy A. Walsh
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Date: May 10, 2019
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Encl.: Exhibit A – General Release and Waiver |
Date: May 10, 2019
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Signed by:
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/s/ Nancy A. Walsh
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Nancy A. Walsh
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Witness by:
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/s/
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