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: February 18, 2013
(Date of earliest event reported)

VITACOST.COM, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation) 001-34468
(Commission File No.) 37-1333024
(IRS Employer Identification No.)

5400 Broken Sound Blvd. NW – Suite 500

Boca Raton, Florida 33487-3521
(Address of Principal Executive Offices)

(561) 982-4180
(Registrant’s telephone number, including area code)

Not Applicable
(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))

Item 8.01 Other Events

Robert “Bert” Wegner, Chief Operating Officer of Vitacost.com, Inc. (the “Company”), will leave the Company effective February 28, 2013. Mr. Wegner’s departure does not involve any disagreement with the Company. Subject to receipt by the Company of an unconditional release and any amounts owed by Mr. Wegner to the Company, Mr. Wegner will be entitled to receive a severance payment of $125,000.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated February 19, 2013.

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.

Dated: February 19, 2013

VITACOST.COM, INC.
By:	/s/ Mary L. Marbach
Name:   Mary L. Marbach Title:     Chief Legal Officer and Corporate Secretary

 

EX-99.1

Vitacost.com, Inc. Announces Changes to Executive Management Team

BOCA RATON, Fla., February 20, 2012 – Vitacost.com, Inc. (NASDAQ: VITC), a leading online retailer of health and wellness products, announced that Robert “Bert” Wegner, the Company’s Chief Operating Officer is leaving the Company effective February 28, 2013. The Company’s operations directors responsible for both fulfillment centers will now report directly to Jeffrey Horowitz, the Company’s Chief Executive Officer.

The Company also promoted Jody Kalmbach to serve as its Senior Vice President of Merchandising, a newly created position within Vitacost.com. Ms. Kalmbach has served as the Company’s Vice President of Product and Marketing Programs since January 2012 and has nearly 20 years of on-line and retail merchandising experience. Prior to joining Vitacost, Ms. Kalmbach held management positions with Amazon.com and The North Face and will now be responsible for purchasing of third party products and the supply chain function as well as continuing to oversee category management.

“We want to thank Bert for his efforts and contribution to the expansion of our fulfillment centers and wish him well in his future endeavors,” commented Jeffrey Horowitz. “Bert has built a strong leadership team and we are fortunate to have two very experienced managers that currently oversee our fulfillment operations, as we remain focused on driving operational efficiencies in these facilities. I would also like to congratulate Jody on her expanded role within the Company. She has made a tremendous impact driving our business, and we are excited to have her lead our merchandising team.”

About Vitacost.com, Inc.

Vitacost.com, Inc. (NASDAQ: VITC) is a leading online retailer of health and wellness products, including dietary supplements such as vitamins, minerals, herbs and other botanicals, amino acids and metabolites, as well as cosmetics, organic body and personal care products, pet products, sports nutrition and health foods. Vitacost.com, Inc. sells these products directly to consumers through its website, www.vitacost.com. Vitacost.com, Inc. strives to offer its customers the broadest selection of healthy living products, while providing superior customer service and timely and accurate delivery.

Forward-Looking Statements

Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements made herein, which include statements regarding the Company’s future growth prospects and financial performance, involve known and unknown risks and uncertainties, which may cause the Company’s actual results in current or future periods to differ materially from those anticipated or projected herein. Those and other risks are more fully described in the Company’s filings with the Securities and Exchange Commission, including the Company’s Form 10-K for the full year ended December 31, 2011 and in the Company's subsequent filings with the Securities and Exchange Commission made prior to or after the date hereof.

Investor Contact:

Vitacost.com

Kathleen Reed

Director of Investor Relations

561.982.4180

ICR, Inc.

Katie Turner

Managing Director

646.277.1228