UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
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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):
(17 CFR 240.14d-2(b))
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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
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Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 13, 2021, the Flexsteel Industries, Inc. (the “Company”) Compensation Committee (“Committee”) approved the terms of certain awards under the Company’s Cash Incentive Plan and Long-Term Incentive Plan. The Committee’s actions are designed to address current economic conditions while ensuring executive compensation plans promote long-term shareholder value creation at an acceptable level of risk.
Under the Cash Incentive Plan, the fiscal year 2022 awards will be based on a single twelve-month performance period, July 1, 2021, to June 30, 2022. Achievement of the established performance objectives will be determined and paid upon the release of fiscal 2022 year-end results.
For awards under the Long-Term Incentive Plan for the three-year period ending June 30, 2022, participants may earn 1/3 of the award in each of the three years based on meeting the performance objectives for that year. The cumulative award payout for all three years is made after the end of the third year. The performance objectives for the third year was to be based on a set of growth rates of the performance objectives over the previous year’s financial results. Because of the adverse impact of the COVID-19 pandemic and continued global supply chain disruptions on the Company’s financial results, the calculation on the performance objective for the third year using the established growth rates in the plan would have resulted in financial goals that were not aligned to long-term shareholder value creation. As a result, performance objectives for the third year of award period ending June 30, 2022, were modified.
Under the Long-Term Incentive Plan for the three-year period ending June 30, 2024, participants may earn the award based on a 3-year cumulative performance objective. Achievement of the performance objective will be paid out at the end of the third year.
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.
FLEXSTEEL INDUSTRIES, INC.
(Registrant)
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Date: August 18, 2021 |
| By: | /s/ Derek P. Schmidt |
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| Derek P. Schmidt |
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| Chief Financial Officer and Chief Operating Officer |
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Document And Entity Information |
Aug. 13, 2021 |
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| Document And Entity Information [Abstract] | |
| Document Type | 8-K |
| Document Period End Date | Aug. 13, 2021 |
| Entity Registrant Name | FLEXSTEEL INDUSTRIES, INC. |
| Entity Incorporation, State or Country Code | MN |
| Entity File Number | 0-5151 |
| Entity Tax Identification Number | 42-0442319 |
| Entity Address, Address Line One | 385 Bell Street |
| Entity Address, City or Town | Dubuque |
| Entity Address, State or Province | IA |
| Entity Address, Postal Zip Code | 52001-0877 |
| City Area Code | 563 |
| Local Phone Number | 556-7730 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |
| Title of 12(b) Security | Common Stock, $1.00 Par Value |
| Trading Symbol | FLXS |
| Security Exchange Name | NASDAQ |
| Entity Central Index Key | 0000037472 |
| Amendment Flag | false |