8-K

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): June 10, 2021

Hanesbrands Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-32891	20-3552316
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1000 East Hanes Mill Road Winston-Salem, North Carolina	27105
(Address of principal executive offices)	(Zip Code)

(336) 519-8080

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:

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, Par Value $0.01	HBI	New York Stock Exchange

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.

On June 10, 2021, the Board of Directors of Hanesbrands Inc. (the “Company”) increased the number of members of the Board of Directors from nine to ten and elected William S. Simon to serve as a director of the Company, each effective as of June 14, 2021. Mr. Simon will serve until the Company’s next annual meeting of stockholders and until his successor is elected and qualified, or until his resignation or removal. He will serve as a member of the Audit Committee.

Mr. Simon’s compensation will be consistent with the Company’s previously disclosed standard compensatory arrangements for non-employee directors, which are described in the Company’s most recent proxy statement filed with the Securities and Exchange Commission on March 15, 2021, under the heading “Director Compensation.” Mr. Simon’s compensation for 2021 will be prorated to reflect the commencement date of his Board service.

Other than the standard compensation arrangements described above, there are no arrangements or understandings between Mr. Simon and any other person pursuant to which he was elected as a director. The Company is not aware of any transaction with Mr. Simon that would require disclosure under Item 404(a) of Regulation S-K.

The press release issued by the Company announcing Mr. Simon’s election is furnished as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1	Press Release dated June 14, 2021
Exhibit 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.

June 14, 2021	HANESBRANDS INC.
	By:	/s/ Tracy M. Preston
		Tracy M. Preston
		General Counsel, Corporate Secretary and Chief Compliance Officer

EX-99.1

Exhibit 99.1

news release
News Media Contact:	Kirk Saville (336) 519-6192
Analysts and Investors Contact:	T.C. Robillard (336) 519-2115

HanesBrands Appoints William S. Simon to Board of Directors

WINSTON-SALEM, N.C. (June 14, 2021) – HanesBrands (NYSE: HBI), a global leader in iconic apparel brands, today announced that William S. Simon has been appointed to the company’s Board of Directors.

With the appointment of Simon, whose term runs until the 2022 annual meeting of stockholders, the company’s Board has 10 members. Simon will serve on the Board’s Audit Committee.

“Bill brings extensive experience leading complex organizations and building global brands,” said Steve Bratspies, chief executive officer, HanesBrands. “His knowledge of retail and consumer goods will be extremely valuable as we unlock growth by delivering innovative products and creating a seamless consumer experience.”

Simon is a Senior Advisor to the investment firm KKR & Co. and president of WSS Venture Holdings LLC, a consulting and investment company. From 2010 to 2014, Simon served as president and CEO of Walmart U.S. Before that, he was chief operating officer of Walmart U.S. He joined the company in 2006 as Executive Vice President of Professional Services and New Business Development.

Simon has also held senior executive positions at Brinker International, Inc., Diageo North America, Inc., and Cadbury Schweppes plc. Additionally, Simon was Secretary of the Florida Department of Management Services and served 25 years in the U.S. Navy and Naval Reserves. He currently serves on the board of Darden Restaurants, Inc.

Simon holds a bachelor’s degree in economics and a master’s degree in business administration from the University of Connecticut.

“We’re thrilled to have a leader with Bill’s outstanding experience join our board,” said HanesBrands Board Chairman Ronald L. Nelson. “We welcome Bill and look forward to working with him as we execute our Full Potential plan. ”

HanesBrands

HanesBrands (NYSE: HBI) makes everyday apparel that is known and loved by consumers around the world for comfort, quality and value. Among the company’s iconic brands are Hanes, the leading basic apparel brand in the United States; Champion, an innovator at the intersection of lifestyle and athletic apparel; and Bonds, which is setting new standards for design and sustainability. HBI employs 61,000 associates in 47 countries and has built a strong reputation for workplace quality and ethical business practices. The company, a longtime leader in sustainability, has set aggressive 2030 goals to improve the lives of people, protect the planet and produce sustainable products. HBI is building on its unmatched strengths to unlock its #FullPotential and deliver long-term growth that benefits all of its stakeholders.

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Document and Entity Information	Jun. 10, 2021
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001359841
Document Type	8-K
Document Period End Date	Jun. 10, 2021
Entity Registrant Name	Hanesbrands Inc.
Entity Incorporation State Country Code	MD
Entity File Number	001-32891
Entity Tax Identification Number	20-3552316
Entity Address, Address Line One	1000 East Hanes Mill Road
Entity Address, City or Town	Winston-Salem
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27105
City Area Code	(336)
Local Phone Number	519-8080
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, Par Value $0.01
Trading Symbol	HBI
Security Exchange Name	NYSE
Entity Emerging Growth Company	false