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): August 4, 2013
1-12340
(Commission File Number)
GREEN MOUNTAIN COFFEE ROASTERS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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03-0339228 |
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(Jurisdiction of Incorporation) |
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(IRS Employer Identification Number) |
33 Coffee Lane, Waterbury, Vermont 05676
(Address of registrant’s principal executive office)
(802) 244-5621
(Registrant’s telephone number)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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.
(c) Appointment of New Executive Officer
On August 4, 2013, Green Mountain Coffee Roasters, Inc. (the “Company”) entered into an offer letter (the “Ostryniec Offer”) with Robert P. Ostryniec, age 52, pursuant to which Mr. Ostryniec will serve as the Company’s Chief Product Supply Officer effective as of August 26, 2013.
Pursuant to the terms of the Ostryniec Offer, Mr. Ostryniec will work for the Company on a full-time basis and will receive an annual base salary of $550,000 and other benefits, including a one-time sign-on bonus of $150,000, short-term (with an opportunity at target for Fiscal Year 2013 of 85% of his base salary, prorated for length of service during the fiscal year), long-term incentive (with an opportunity at target for Fiscal Year 2014 of 200% of his base salary) bonus compensation based upon the Company achieving certain operational and financial goals, as determined by the Company’s board of directors in its sole discretion, and a grant of restricted stock units covering stock valued at $1,000,000.
There are no family relationships between Mr. Ostryniec and any of the Company’s directors or executive officers and the Company has not entered into any transactions with Mr. Ostryniec that are reportable pursuant to Item 404(a) of Regulation S-K.
Prior to joining the Company, Mr. Ostryniec served as the SVP, Global Chief Supply Chain Officer and Quality & Chief Risk Officer of H. J. Heinz Company, a U.S. food processing company, from February 2010 until August 2013. Prior to that, he was employed by Heinz North America from July 2003 to January 2010 as the Chief Supply Officer. Prior to working at Heinz North America, Mr. Ostryniec was the Vice President of Manufacturing at Stanley Works from January 2002 to June 2003. From 1986 until January 1999, Mr. Ostryniec worked at General Electric Company in various capacities. Mr. Ostryniec received his MBA from Shippensburg University and his B.S. from Pennsylvania State University with a degree in finance.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
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99.1 |
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Press release issued on August 7, 2013 announcing the appointment of Robert Ostryniec as Chief Product Supply Officer. |
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.
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GREEN MOUNTAIN COFFEE ROASTERS, INC. |
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By: |
/s/ Brian P. Kelley |
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Brian P. Kelley |
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President and Chief Executive Officer |
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Date: August 7, 2013 |
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Exhibit 99.1
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Contacts: |
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Suzanne DuLong |
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VP IR & Corporate Communications |
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T: 802-488-2600 |
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investor.services@GMCR.com |
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Katie Gilroy |
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Corporate Communications Manager |
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T : 781-205-7345 |
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investors.services@GMCR.com |
Robert P. Ostryniec Joins Green Mountain Coffee Roasters, Inc. as
Chief Product Supply Officer
WATERBURY, Vt. August 7, 2013 — Green Mountain Coffee Roasters, Inc. (GMCR) (NASDAQ: GMCR), a leader in specialty coffee and single serve beverages with its innovative Keurig® brewing technology, today announced that Robert P. Ostryniec becomes its Chief Product Supply Officer as of August 26, 2013, reporting to President and CEO, Brian P. Kelley.
Mr. Ostryniec joins GMCR from H.J. Heinz Company, where he served as SVP, Global Chief Supply Chain Officer and Quality & Chief Risk Officer since February 2010. As GMCR’s Chief Product Supply Officer, a newly created position, he will be responsible for global product supply including logistics, procurement and responsible sourcing, as well as the efficiency, quality, safety and environmental management of the Company’s manufacturing processes.
“Bob brings deep supply chain, manufacturing and customer service experience and I’m pleased to welcome him to the GMCR team,” said Kelley. “Under Bob’s leadership, we will work to drive ongoing efficiencies as we continue to grow the more than 36 great brands in the GMCR family.”
Mr. Ostryniec served 10 years at H.J. Heinz Company where he held progressively responsible positions in global supply chain management. He was Chief Supply Chain officer of North America from May 2005 to Jan 2010 and Group Vice President Consumer Products-Product Supply from July 2003 to April 2005. Prior to joining Heinz, Mr. Ostryniec spent more than 17 years with General Electric and Stanley Tools in various manufacturing, purchasing and supply chain roles. He holds a B.S. in Finance from Pennsylvania State University and an M.B.A. from Shippensburg University.
About Green Mountain Coffee Roasters, Inc.
As a leader in specialty coffee and coffee makers, Green Mountain Coffee Roasters, Inc. (GMCR) (NASDAQ: GMCR), is recognized for its award-winning coffees, innovative Keurig® brewing technology, and socially responsible business practices. GMCR supports local and global communities by investing in sustainably-grown coffee, and donating a portion of its pre-tax profits to social and environmental projects. For more information, please visit www.GMCR.com, www.greenmountaincoffee.com, or www.keurig.com.
GMCR routinely posts information that may be of importance to investors in the Investor Relations section of its website, including news releases and its complete financial statements, as filed with the SEC. The Company encourages investors to consult this section of its website regularly for important information and news. Additionally, by subscribing to the Company’s automatic email news release delivery, individuals can receive news directly from GMCR as it is released.
Forward-Looking Statements
Certain information contained in this filing, including statements concerning expected performance such as those relating to net sales, earnings, cost savings, acquisitions and brand marketing support, are “forward-looking statements”. Generally, these statements may be identified by the use of words such as “may,” “will,” “would,” “expect,” “should,” “anticipate,” “estimate,” “believe,” “forecast,” “intend,” “plan” and similar expressions intended to identify forward-looking statements. These statements may relate to: the expected impact of raw material costs and our pricing actions on our results of operations and gross margins, expected trends in net sales and earnings performance and other financial measures, the expected productivity and working capital improvements, the ability to maximize or successfully assert our intellectual property rights, the success of introducing and producing new product offerings, ability to attract and retain senior management, the impact of foreign exchange fluctuations, the adequacy of internally generated funds and existing sources of liquidity, such as the availability of bank financing, the expected results of operations of businesses acquired by us, our ability to issue debt or additional equity securities, our expectations regarding purchasing shares of our common stock under the existing authorizations, and the impact of the inquiry initiated by the SEC and any related litigation or additional governmental inquiry or enforcement proceedings.
These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Results may be materially affected by external factors such as damage to our reputation or brand name, business interruptions due to natural disasters or similar unexpected events, actions of competitors, customer relationships and financial condition, the ability to achieve expected cost savings and margin improvements, the successful acquisition and integration of new businesses, fluctuations in the cost and availability of raw and packaging materials, changes in regulatory requirements, and global economic conditions generally which would include the availability of financing, interest, inflation rates and investment return on retirement plan assets, as well as foreign currency fluctuations, risks associated with our information technology systems, the threat of data breaches or cyber-attacks, and other risks described in our filings with the Securities and Exchange Commission.
Actual results could differ materially from those projected in the forward-looking statements. We undertake no obligation to update or revise publicly, any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.
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GMCR — C