PA
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23-0962915
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(State or other jurisdiction of
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(IRS Employer
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incorporation)
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Identification No.)
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A copy of the Employee Stock Purchase Plan is attached hereto as Exhibit 10.1.
1. The following Directors were elected.
Jane Scaccetti with 42,014,687 votes for, 66,564 votes against, 40,269 abstentions and 4,892,086 broker non-votes.
John T. Sweetwood with 42,020,173 votes for, 72,541 votes against, 28,806 abstentions 4,892,086 and broker non-votes.
M. Shan Atkins with 41,019,188 votes for, 1,061,452 votes against, 40,880 abstentions and 4,892,086 broker non-votes.
Robert H. Hotz with 41,582,357 votes for, 497,111 votes against, 42,052 abstentions and 4,892,086 broker non-votes.
James A. Mitarotonda with 40,556,746 votes for, 1,518,400 votes against, 46,374 abstentions and 4,892,086 broker non-votes.
Nick White with 41,975,438 votes for, 103,403 votes against, 42,679 abstentions and 4,892,086 broker non-votes.
James A. Williams with 41,884,023 votes for, 199,115 votes against, 38,382 abstentions and 4,892,086 broker non-votes.
Irvin D. Reid with 41,988,302 votes for, 93,837 votes against, 39,381 abstentions and 4,892,086 broker non-votes.
Michael R. Odell with 42,028,387 votes for, 53,295 votes against, 39,838 abstentions and 4,892,086 broker non-votes.
Max L. Lukens with 42,022,063 votes for, 60,276 votes against, 39,181 abstentions and 4,892,086 broker non-votes.
2. The advisory resolution on executive compensation was approved with 39,818,761 votes for, 1,169,835 votes against, 11,132,924 abstentions and 4,892,086 broker non-votes.
3. The advisory vote on the holding of future advisory votes on executive compensation every year was approved with 36,112,546 votes for one year, 94,476 votes for two years, 4,606,971 votes for three years, 1,307,527 abstentions and 4,892,086 broker non-votes.
4. Deloitte & Touche LLP's appointment as the Company's independent registered public accounting firm was ratified with 46,542,638 votes for, 441,480 votes against and 29,488 abstentions.
6. The shareholder proposal regarding lowering the threshold required to call a special meeting of shareholders was opposed with 34,565,946 votes against, 7,502,866 votes for, 52,708 abstentions and 4,892,086 broker non-votes.
The information contained in Item 7.01 of this Current Report and attached as Exhibit 99.1 to this Current Report is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
10.1 The Pep Boys - Manny, Moe & Jack Employee Stock Purchase Plan
99.1 Press Release, dated June 15, 2011
THE PEP BOYS - MANNY MOE & JACK
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Date: June 15, 2011
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By:
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/s/ Brian D. Zuckerman
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Brian D. Zuckerman
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SVP - General Counsel & Secretary
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Exhibit No.
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Description
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EX-10.1
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The Pep Boys - Manny, Moe & Jack Employee Stock Purchase Plan
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EX-99.1
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Press Release, dated June 15, 2011
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THE PEP BOYS - MANNY, MOE & JACK
EMPLOYEE STOCK PURCHASE PLAN
2. DEFINITIONS 1
3. ADMINISTRATION OF THE PLAN 4
4. STOCK SUBJECT TO PLAN 4
5. OFFERING PERIODS 5
6. ELIGIBILITY 5
7. PAYROLL DEDUCTIONS 6
8. PURCHASE RIGHTS 7
9. ACCRUAL LIMITATIONS 10
10. EFFECTIVE DATE AND TERM OF THE PLAN 11
11. AMENDMENT AND TERMINATION 12
12. GENERAL PROVISIONS 12
This Plan is intended to promote the interests of the Company, by providing Eligible Employees with the opportunity to acquire a proprietary interest in the Company through participation in an employee stock purchase plan designed to qualify under Code section 423. The Plan is not intended and shall not be construed as constituting an "employee benefit plan" within the meaning of section 3(3) of the Employee Retirement Income Security Act of 1974, as amended. Capitalized terms herein shall have the meanings assigned to such terms in Article 2.
Notwithstanding the foregoing, a Change of Control of the Company shall not be deemed to occur solely because any person acquires beneficial ownership of more than 20% of the Company's Voting Securities as a result of the acquisition of the Company's Voting Securities by the Company which reduces the number of the Company's Voting Securities outstanding; provided, that if after such acquisition by the Company such person becomes the beneficial owner of additional Company Voting Securities that increases the percentage of outstanding Company Voting Securities beneficially owned by such person, a Change of Control of the Company shall then occur.
The Plan Administrator shall have full authority to interpret and construe any provision of the Plan and to adopt such rules and regulations for administering the Plan as it may deem necessary in order to comply with the requirements of Code section 423. Decisions of the Plan Administrator shall be final and binding on all parties having an interest in the Plan. As a condition of participating in the Plan, all Participants must acknowledge, in writing or by completing the enrollment forms to participate in the Plan, that all decisions and determinations of the Plan Administrator shall be final and binding on the Participant, his or her beneficiaries and any other person having or claiming an interest under the Plan on behalf of the Participant. The Plan Administrator may delegate its ministerial duties to one or more subcommittees or to a third party administrator, as it deems appropriate.
Dated: June 15, 2011 /s/THE PEP BOYS - MANNY, MOE & JACK
FOR IMMEDIATE RELEASE
PHILADELPHIA - June 15, 2011 - The Pep Boys - Manny, Moe & Jack (NYSE: "PBY"), the nation's leading automotive aftermarket service and retail chain, will today hold its Annual Meeting of Shareholders in Philadelphia.
The presentation slides from the Annual Meeting are available on the Company's website at www.pepboys.com.
Pep Boys has more than 7,000 service bays within over 700 stores located in 35 states and Puerto Rico. Along with its full-service vehicle maintenance and repair capabilities, the Company also serves the commercial auto parts delivery market and is one of the leading sellers of replacement tires in the United States. Customers can find the nearest location by calling (800) PEP-BOYS or by visiting www.pepboys.com.
Certain statements contained herein constitute "forward-looking statements" within the meaning of The Private Securities Litigation Reform Act of 1995. The word "guidance," "expect," "anticipate," "estimates," "forecasts" and similar expressions are intended to identify such forward-looking statements. Forward-looking statements include management's expectations regarding implementation of its long-term strategic plan, future financial performance, automotive aftermarket trends, levels of competition, business development activities, future capital expenditures, financing sources and availability and the effects of regulation and litigation. Although the Company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be achieved. The Company's actual results may differ materially from the results discussed in the forward-looking statements due to factors beyond the control of the Company, including the strength of the national and regional economies, retail and commercial consumers' ability to spend, the health of the various sectors of the automotive aftermarket, the weather in geographical regions with a high concentration of the Company's stores, competitive pricing, the location and number of competitors' stores, product and labor costs and the additional factors described in the Company's filings with the SEC. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.
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Investor Contact:
Mike Melia
(215) 430-9459
Email: investorrelations@pepboys.com
Media Contact:
Regina M. Tracy
(215) 430-9081
Email:
mediarelations@pepboys.com