-----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, Eq8tI6QTf7ODLCiSK8Tr83xZ0yXldGWnWqk2LyZnjpydRP9pL7KNVPiIOnIvXmYZ mogkFejy19V9cUw77an/tQ== 0001179110-08-008858.txt : 20080506 0001179110-08-008858.hdr.sgml : 20080506 20080506103149 ACCESSION NUMBER: 0001179110-08-008858 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080414 FILED AS OF DATE: 20080506 DATE AS OF CHANGE: 20080506 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nagler Lorna CENTRAL INDEX KEY: 0001411457 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31390 FILM NUMBER: 08805044 BUSINESS ADDRESS: BUSINESS PHONE: 763-551-5000 MAIL ADDRESS: STREET 1: 2400 XENIUM LANE NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHRISTOPHER & BANKS CORP CENTRAL INDEX KEY: 0000883943 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 061195422 STATE OF INCORPORATION: DE FISCAL YEAR END: 0225 BUSINESS ADDRESS: STREET 1: 2400 XENIUM LANE NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441-3626 BUSINESS PHONE: 6125515000 MAIL ADDRESS: STREET 1: 2400 XENIUM LN NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441-3626 FORMER COMPANY: FORMER CONFORMED NAME: BRAUNS FASHIONS CORP DATE OF NAME CHANGE: 19930328 4/A 1 edgar.xml FORM 4/A - X0202 4/A 2008-04-14 2008-04-16 0 0000883943 CHRISTOPHER & BANKS CORP CBK 0001411457 Nagler Lorna 2400 XENIUM LANE N PLYMOUTH MN 55346 0 1 0 0 President & Chief Exec Officer Common Stock 2008-04-14 4 A 0 49300 0 A 89300 D Common Stock 2008-04-14 4 A 0 25700 0 A 115000 D Common Stock 2008-04-14 4 A 0 50000 0 A 165000 D Employee Stock Option (right to buy) 12.08 2007-08-31 4 M 0 98700 12.08 A 2008-08-31 2017-08-31 Common Stock 98700 98700 D Employee Stock Option (Right to Buy) 10.56 2008-04-14 4 M 0 98700 10.56 A 2009-04-14 2018-04-14 Common Stock 98700 98700 D Employee Stock Option (Right to Buy) 10.56 2008-04-14 4 M 0 22600 10.56 A 2009-04-14 2018-04-14 Common Stock 22600 22600 D On April 14, 2008, the reporting person was granted 49,300 shares of Common Stock pursuant to a Restricted Stock Agreement. The shares are subject to forfeiture based on pre-determined corporate financial performance criteria for fiscal year 2009. Following the completion of fiscal 2009, a determination will be made as to whether the performance-based restrictions lapse as to some or all of the Restricted Stock. To the extent that the performance-based restrictions lapse, a portion of the shares vest immediately and a portion of the shares vest as follows: (i) one-third as of the date the performance-based restrictions lapse and (ii) one-third each on April 14, 2010 and April 14, 2011. On April 14, 2008, the reporting person was granted 25,700 shares of Common Stock pursuant to a Restricted Stock Agreement but such grant requires the approval of the Company's shareholders at its 2008 Annual Meeting. The shares are subject to forfeiture based on pre-determined corporate financial performance criteria for fiscal year 2009. Following the completion of fiscal 2009, a determination will be made as to whether the performance-based restrictions lapse as to some or all of the Restricted Stock. To the extent that the performance-based restrictions lapse, then the shares vest as follows: (i) one-third as of the date the performance-based restrictions lapse and (ii) one-third each on April 14, 2010 and April 14, 2011. On April 14, 2008, the reporting person was granted 50,000 shares of Common Stock pursuant to a Restricted Stock Agreement but such grant requires the approval of the Company's shareholders at its 2008 Annual Meeting. The shares are subject to forfeiture and are scheduled to vest on April 14, 2011 pursuant to the terms of the Restricted Stock Agreement. On August 31, 2007, the reporting person was granted an option to exercise 98,700 shares of common stock. The option vests equally in three annual installments beginning on August 31, 2008. On April 14, 2008, the reporting person was granted an option to exercise 98,700 shares of Common Stock. With respect to 1,300 of the 98,700 shares, 434 shares vest on August 31, 2008, an additional 433 shares vest on August 31, 2009 and the remaining 433 shares vest on August 31, 2010. With respect to the remaining 97,400 shares of Common Stock, those shares vest pro-ratably in three annual installments beginning on April 14, 2009. On April 14, 2008, the reporting person was granted an option to exercise 22,600 shares of Common Stock but such grant requires the approval of the Company's shareholders at its 2008 Annual Meeting. The option vests equally in three annual installments beginning on April 14, 2009. This amended Form-4 is being filed to revise Footnote No. 5. All other information on the original Form-4 filed April 16, 2008 remains unchanged. Sandra Miller, Attorney-in-Fact 2008-05-06 EX-24.TXT 2 ex24nagler.txt POA POWER OF ATTORNEY The undersigned hereby constitutes and appoints Luke Komarek, Sandra Miller, Andrew Moller and Barbara Spilane, or any one of them acting alone, the undersigned's true and lawful attorney-in- fact and agent with full power of substitution and resubstitution, for the undersigned and in the undersigned's name, place and stead, in any and all capacities, to sign any or all Forms 3, 4 or Form 5 relating to beneficial ownership of securities of Christopher & Banks Corp. (the "Issuer"), as well as a Form ID and all documents related to obtaining new or revised access codes, to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and to deliver a copy of the same to the Issuer, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all said attorney-in-fact and agent, or his substitute or substitutes, may lawfully do or cause to be done by virtue thereof. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in effect until such time as the undersigned is no longer subject to the provisions of Section 16 of the Securities Exchange Act of 1934 with respect to securities of the Issuer or until this Power of Attorney is replaced by a later dated Power of Attorney or revoked by the undersigned in writing. The undersigned hereby indemnifies the attorneys-in-fact for all losses and costs the attorneys-in-fact may incur in connection with or arising from the attorneys-in-fact's execution of their authorities granted hereunder. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1st day of April, 2008. /s/ Lorna Nagler Lorna Nagler -----END PRIVACY-ENHANCED MESSAGE-----