-----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, WXPRNHox849iClE8oMwFngQIQs6grImSYSDDYOiEvoLf2fCilaZ2ocm16nZnEv3i Evaxe/EWrxZru07+EmnZnQ== 0000897429-09-000008.txt : 20090306 0000897429-09-000008.hdr.sgml : 20090306 20090306162925 ACCESSION NUMBER: 0000897429-09-000008 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090304 FILED AS OF DATE: 20090306 DATE AS OF CHANGE: 20090306 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DYER DAVID CENTRAL INDEX KEY: 0001200455 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16435 FILM NUMBER: 09663221 MAIL ADDRESS: STREET 1: 3333 BEVERLY ROAD B6-235B CITY: HOFFMAN ESTATES STATE: IL ZIP: 60179 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHICOS FAS INC CENTRAL INDEX KEY: 0000897429 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 592389435 STATE OF INCORPORATION: FL FISCAL YEAR END: 0202 BUSINESS ADDRESS: STREET 1: 11215 METRO PKWY CITY: FT MYERS STATE: FL ZIP: 33966-1206 BUSINESS PHONE: 2392776200 MAIL ADDRESS: STREET 1: 11215 METRO PKY CITY: FT MYERS STATE: FL ZIP: 33966-1206 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2009-03-04 0000897429 CHICOS FAS INC CHS 0001200455 DYER DAVID 11215 METRO PARKWAY FT. MYERS FL 33966 1 1 0 0 President and CEO Common Stock 2009-03-04 4 A 0 100000 0 A 122500 D Employee Stock Options 4.31 2009-03-04 4 A 0 200000 0 A 2016-03-04 Common Stock 200000 200000 D Employee Stock Options 5.3875 2009-03-04 4 A 0 200000 0 A 2016-03-04 Common Stock 200000 400000 D Employee Stock Options 6.465 2009-03-04 4 A 0 200000 0 A 2016-03-04 Common Stock 200000 600000 D Performance-based restricted stock acquired pursuant to a performance grant under the issuer's Amended and Restated 2002 Omnibus Plan. These shares are earned and vest based on the extent to which pre-established performance objectives for the one year performance period are achieved. Any portion of the initially issued shares that is not earned will not vest and will be forfeited. Any number of shares earned at the end of the one year performance period which are in excess of the shares received on the grant date will be reported upon issuance in 2010. Vests 1/3 each year beginning on 3/4/2010. Gregory S. Golovko, Attorney In Fact 2009-03-06 EX-24 2 poadyer.htm

POWER OF ATTORNEY



 Known all by these present, that the undersigned hereby constitutes and appoints each of Kent A. Kleeberger, A. Alexander Rhodes, Gregory S. Golovko and Gary I. Teblum, signing singly, the undersigned's true and lawful attorney-in-fact to:



(1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Chico's FAS, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder,



(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and



(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this power of attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.



 The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company 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 full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.



 IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed effective as of the 14th day of January, 2009.











/s/David F. Dyer



David F. Dyer

-----END PRIVACY-ENHANCED MESSAGE-----