-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ECO1d2rK68ny5Aa9Kz4jB5/mBpk82QNwiLzVnDJfWyILkDKFZircJ5g4drauuOFH rLYTfqx1rQdOLsKPp6OP0A== 0000950134-07-013291.txt : 20070612 0000950134-07-013291.hdr.sgml : 20070612 20070612161014 ACCESSION NUMBER: 0000950134-07-013291 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070606 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070612 DATE AS OF CHANGE: 20070612 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TANDY BRANDS ACCESSORIES INC CENTRAL INDEX KEY: 0000869487 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 752349915 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18927 FILM NUMBER: 07915142 BUSINESS ADDRESS: STREET 1: 690 E LAMAR BLVD STE 200 CITY: ARLINGTON STATE: TX ZIP: 76011 BUSINESS PHONE: 8172654113 MAIL ADDRESS: STREET 1: 690 E LAMAR BLVD CITY: ARLINGTON STATE: TX ZIP: 76011 8-K 1 d47486e8vk.htm FORM 8-K e8vk
 

 
 
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 6, 2007
 
TANDY BRANDS ACCESSORIES, INC.
(Exact name of registrant as specified in charter)
         
Delaware   0-18927   75-2349915
(State or other jurisdiction of   (Commission File Number)   (IRS Employer Identification
incorporation or organization)       No.)
690 East Lamar Blvd., Suite 200
Arlington, Texas 76011

(Address of principal executive offices and zip code)
(817) 265-4113
(Registrant’s telephone
number, including area code)
N/A
(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):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
 
o   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 June 6, 2007, the Board of Directors (the “Board”) of Tandy Brands Accessories, Inc. (the “Company”), upon recommendation of the Compensation Committee, determined the base salaries for fiscal 2008 for the Company’s named executive officers.
         
Executive Officer   Fiscal 2008 Base Salary
J.S.B. Jenkins
    President and Chief Executive Officer
  $ 508,800  
Mark J. Flaherty
    Chief Financial Officer, Treasurer and Assistant Secretary
  $ 210,000  
David Lawhon
    Vice President of Operations
  $ 190,000  
Jane A. Batts
    President – Women’s Division
  $ 210,000  
Morris D. Mitchell
   President – Men’s Division
  $ 220,500  
     The Board also determined to not grant any equity compensation awards to such officers based on the Company’s performance for fiscal 2007. The Board also adopted the plan by which bonuses for the named executive officers would be determined for fiscal 2008. A summary of the manner in which cash bonuses are to be determined is set forth in Exhibit 5.1 and is incorporated herein by reference.
     On June 6, 2007, the Board of Directors also approved an amendment to the Company’s 2002 Omnibus Plan. The amendment (i) adjusted the timing of the annual equity grants made to non-employee directors from the Company’s annual meeting to the beginning of the Company’s fiscal year to coincide with the timing of grants typically made to the Company’s officers and employees, and (ii) modified the nature of the awards to be made to non-employee directors from stock options to an equivalent value of restricted stock.
Item 9.01(c) Exhibits.
     Exhibit 5.1 Tandy Brands Accessories, Inc. Bonus Plan Description

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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.
         
  TANDY BRANDS ACCESSORIES, INC.
 
 
Date: June 11, 2007  By:   /s/ J.S.B. Jenkins    
    J.S.B. Jenkins   
    President and Chief Executive Officer   
 

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EX-5.1 2 d47486exv5w1.htm BONUS PLAN DESCRIPTION exv5w1
 

Exhibit 5.1
Tandy Brands Accessories, Inc.
Summary of Incentive Bonus Plan for Executive Officers
     The Compensation Committee reviews executive officer compensation and recommends a compensation plan for adoption by the Board of Directors annually. Under the plan recommended for the fiscal year ending June 30, 2008, potential bonuses for the Company’s Chief Executive Officer, Chief Financial Officer, and Vice President of Operations are set at performance levels that, in the judgment of the Compensation Committee and the Board of Directors, will facilitate the Company’s overall growth and performance. The annual incentive bonus calculation for such officers is based upon individual payout percentages, established by the Compensation Committee and approved by the Board, ranging from 31% to 75% of base salary for each such officer based on the achievement of 100% of the pre-tax net income set forth in the original plan for the fiscal year, to be approved by the Board. Additionally, a minimum level for bonus payout is established at 70% of the pre-tax net income set forth in the Company’s original plan for the fiscal year, pursuant to which no bonuses will be paid if the Company’s pre-tax net income is below this threshold for such fiscal year.
     Upon recommendation of the Compensation Committee, the Board of Directors also approved a bonus plan for the Company’s Men’s and Women’s Division Presidents which established target bonuses based on such officers achieving specific goals with respect to revenue, net income and inventory targets. The annual incentive bonus for each such officer is set as a target amount ranging from 24% to 26% of base salary. To achieve any bonus, such officers must achieve at least 90% of their goals with respect to revenue, 70% with respect to net income and 90% with respect to inventory. The incentive bonus for such officers may exceed the established target bonus if the division goals are exceeded (capped at achieving 120% of performance targets).

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