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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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 18, 2019, the Board of Directors of Tailored Brands, Inc. (the “Company”) approved a non-qualified deferred compensation plan (the “Deferred Compensation Plan”), which will be established to attract and retain key employees, including named executive officers and executive officers of the Company. Under the terms of the Deferred Compensation Plan, the Company will credit a Deferred Compensation Account (the “Account”) with an award amount for the benefit of each executive. Amounts credited to the Account, as adjusted for earnings or losses, will become fully vested based on a designated anniversary date. Both the vesting of amounts in the Account and the Company’s obligation to pay those amounts are contingent on the executive remaining employed by the Company through the date of the applicable event.
The foregoing description of the Deferred Compensation Plan does not purport to be complete and is qualified in its entirety by reference to Exhibit 10.1, which is incorporated by reference herein.
In addition, the Company adopted a new form of deferred compensation award agreement to be used in connection with the grant of deferred compensation to certain named executive officers and executive officers of the Company. The form of agreement is filed herewith as Exhibit 10.2 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is included in this Form 8-K.
| 10.1 | Tailored Brands, Inc. Deferred Compensation Plan. | |
| 10.2 |
Form of Award Agreement under the Tailored Brands, Inc. Deferred Compensation Plan. |
EXHIBIT INDEX
| Exhibit | ||
| Number | Description | |
| 10.1 | Tailored Brands, Inc. Deferred Compensation Plan. | |
| 10.2 | Form of Award Agreement under the Tailored Brands, Inc. Deferred Compensation Plan. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: | December 20, 2019 |
| TAILORED BRANDS, INC. | ||
| By: | /s/ Brian T. Vaclavik | |
| Senior Vice President and Chief Accounting Officer | ||