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):  February 27, 2012

SELECT COMFORT CORPORATION

(Exact name of registrant as specified in its charter)

Minnesota

(State or other jurisdiction of incorporation or organization)

0-25121	41-1597886
(Commission File No.)	(IRS Employer Identification No.)

9800 59th Avenue North, Minneapolis, Minnesota 55442

(Address of principal executive offices)    (Zip Code)

(763) 551-7000

(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:

[  ]  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 5.02   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 27, 2012, Select Comfort Corporation (the “Company”) announced that William R. McLaughlin, President and Chief Executive Officer and a member of the Board of Directors of the Company, will retire from the Company effective as of June 1, 2012.

The Company also announced that Shelly R. Ibach will succeed Mr. McLaughlin as President and Chief Executive Officer, effective June 1, 2012.  The Board also elected Ms. Ibach as a director, effective immediately, for an initial term expiring at the Company’s 2013 annual meeting of shareholders.  Ms. Ibach, age 52, has served as the Company’s Executive Vice President and Chief Operating Officer since June 2011.  From October 2008 to June 2011, she served as Executive Vice President, Sales & Merchandising.  Ms. Ibach joined the Company in April 2007 as Senior Vice President, U.S. Sales – Company Owned Channels.  Before joining the Company in 2007, Ms. Ibach held leadership positions within the Department Store Division of Target Corporation.  Ms. Ibach also served as Senior Vice President and General Merchandise Manager for both Macy’s and Marshall Field’s home divisions.  Other key positions included Vice President, Merchandise Manager, Director of Planning and Regional Director of Stores.

As President and Chief Executive Officer, effective as of June 1, 2012, Ms. Ibach will receive an annual base salary of $600,000 and her target annual cash incentive compensation will be 75% of salary.  The actual amount of the annual cash incentive compensation may vary between 0% and 250% of the targeted amount, depending on the Company’s performance versus net operating profit targets established by the Compensation Committee.

Ms. Ibach will also be entitled to receive long-term incentive compensation grants each year in amounts to be determined by the Compensation Committee based on market data from the Company’s peer group as well as both individual performance and Company performance.  For 2012, Ms. Ibach will receive long-term incentive grants with a target value of $900,000.  The ultimate value of these grants will depend on the performance of the Company and its stock price over time.

Ms. Ibach will remain eligible to participate in the Company’s Executive Severance Pay Plan.  Under this plan, upon termination of employment without cause, Ms. Ibach would be entitled to a base amount of severance pay equal to (a) two times the sum of (i) annual base salary and (ii) annual target bonus, plus (b) a pro rata target bonus for the year of termination.

Ms. Ibach will also be eligible to participate in similar employee benefit plans as the Company makes available to other senior executives, including reimbursement for tax and financial planning services in an amount up to $7,500 annually.

In recognition of Mr. McLaughlin’s leadership and contributions to the Company over more than 12 years, effective as of February 23, 2012 the Compensation Committee approved the modification of Mr. McLaughlin’s currently unvested stock options and restricted stock awards to provide for acceleration of vesting of these awards upon his retirement at any time.  In addition, the Compensation Committee approved the modification of stock options to purchase an aggregate of 562,500 shares at an exercise price of $24.65 per share originally granted in March of 2006, and an aggregate of

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112,500 shares at an exercise price of $16.57 per share originally granted in February of 2004, to provide that these options may be exercised over a period of up to one year following retirement.  Outstanding performance restricted stock awards will continue to vest following retirement, subject to the applicable performance criteria.  As a result of these modifications to outstanding equity awards, the Company expects to incur incremental non-cash compensation expense in the amount of approximately $5.2 million in the first quarter of 2012.

The Compensation Committee also approved a pro rata payment to Mr. McLaughlin under the Company’s 2012 annual cash incentive plan, with the ultimate amount of such payment to be dependent upon the Company’s performance in 2012.  The Company will deduct from such payment any amount required to pay for continuing coverage for Mr. McLaughlin under the Company’s health and dental plans for up to 18 months.

A copy of the Company’s press release announcing the management succession plan described above is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

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ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

99.1 Press release dated February 27, 2012

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SIGNATURE

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.

	SELECT COMFORT CORPORATION
	(Registrant)
Dated:  February 27, 2012	By:           /s/ Mark A. Kimball
	Title:        Senior Vice President

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EXHIBIT INDEX

Exhibit No.                                Description                                                                                                

99.1 Press Release dated February 27, 2012

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EX-99.1

For Immediate Release

Media Contact: Gabby Nelson (763) 551-7460 gabby.nelson@selectcomfort.com Investor Contact: Edwin Boon (763) 551-7498 investorrelations@selectcomfort.com

SELECT COMFORT ANNOUNCES LEADERSHIP SUCCESSION

Shelly Ibach to Become President and CEO

MINNEAPOLIS – (Feb. 27, 2012) – Select Comfort Corporation (NASDAQ: SCSS) today announced that, effective June 1, 2012, chief operating officer (COO), Shelly Ibach, will succeed Bill McLaughlin as president and chief executive officer (CEO) of the company. In anticipation of her new role, Ms. Ibach also has been appointed to the board of directors, effective immediately. As part of the succession, Mr. McLaughlin also will retire as a director of the board, effective June 1, 2012.

“Select Comfort is committed to setting a new standard in sleep for the consumer. This transition in leadership underscores the board’s confidence in both the magnitude of the opportunity and the strength of the operating team,” explained Jean-Michel Valette, chairman, Select Comfort Board of Directors. “Shelly’s deep experience in retail, brand and product combined with her talent for developing high-performing, customer-centric teams make her the right leader to build on the strong foundation established by Bill.”

For the past 18 months, Ms. Ibach has been one of the key architects behind the company’s profitable-growth formula – an integrated, customer-focused strategy that combines increasing brand and store awareness with accelerated local-market development; elevating the in-store and service experience; and advancing product innovation. The result has been sustained profitable growth, as most recently demonstrated by the company’s strong 2011 performance, reported Feb. 8, 2012.

 “I’m excited to assume leadership of the company during such an important time in our evolution,” said Ms. Ibach. “Sleep Number’s differentiated products, ownership of all consumer touch points and mission-driven team, means we are in the unique position to offer an unparalleled brand experience for customers. By fully leveraging these attributes, we can transform a large, undifferentiated industry and become an iconic brand.”

Select Comfort Announces Leadership Succession, Page 2 of 2

Ms. Ibach was named COO in June 2011, which broadened her responsibilities to include all consumer insight, marketing and sales functions as well as product management. Prior to her promotion to COO, Ms. Ibach was executive vice president of sales and merchandising.

Before joining Select Comfort in 2007, Ms. Ibach held leadership positions within the Department Store Division of Target Corporation. Ms. Ibach also served as senior vice president and general merchandise manager for both Macy’s and Marshall Field’s home divisions. Other key positions included vice president, merchandise manager, director of planning and regional director of stores.

Mr. McLaughlin joined Select Comfort in March 2000 and was instrumental in the creation and launch of the Sleep Number brand in 2001. Most recently, Mr. McLaughlin led the organization through a successful turnaround in 2009 and 2010, which positioned it for growth. When the transition is complete, Mr. McLaughlin plans to leverage his extensive leadership experience to mentor other mission-driven organizations with significant growth potential.

“Words are not enough to thank Bill for his years of dedicated and principled leadership,” continued Valette. “It’s been Bill’s belief in the company and product, commitment to the customer, and focus on people and culture that ensured we are now in a position to take full advantage of our opportunity to help transform the way America sleeps.”

About Select Comfort Corporation

Select Comfort Corporation (NASDAQ: SCSS) is leading the industry in setting a new standard in sleep by offering consumers high-quality, innovative and individualized sleep solutions, which includes a complete line of SLEEP NUMBER® beds and bedding. The company is the exclusive manufacturer, retailer and servicer of the revolutionary Sleep Number bed, which allows individuals to adjust the firmness and support of each side at the touch of a button. The company offers further personalization through its solutions-focused line of Sleep Number pillows, sheets and other bedding products. And as the only national specialty-mattress retailer, consumers can take advantage of an enhanced mattress-buying experience at one of the approximately 380 Sleep Number stores across the country, online at sleepnumber.com or via phone at (800) Sleep Number or (800) 753-3768.

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