SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 16, 2011
LEVI STRAUSS & CO.
(Exact name of registrant as specified in its charter)
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DELAWARE
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002-90139
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94-0905160 |
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(State or Other Jurisdiction of
Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
1155 BATTERY STREET
SAN FRANCISCO, CALIFORNIA 94111
(Address of principal executive offices, including zip code)
(415) 501-6000
(Registrant’s telephone number, including area code)
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):
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Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c))
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Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
Levi Strauss & Co. (the “Company”) announced that Anne Rohosy was appointed Executive Vice
President and President, Global Dockers®, effective immediately. A copy of the press release
announcing this appointment is attached as Exhibit 99.1 hereto.
Ms. Rohosy, 52, was most recently Senior Vice President, Levi’s® Wholesale Commercial Operations,
Americas, and prior to that was Senior Vice President of Levi’s North America Commercial
Operations. She joined the Company in October 2009. From 2004 to 2009 she consulted for various
apparel and consumer companies, following fifteen years at Nike, Inc. where she held various
strategy and brand management positions.
Ms. Rohosy will receive an annual base salary of $475,000. Ms. Rohosy is eligible to participate
in the Company’s Annual Incentive Program at a target participation rate of 70% of her base
salary.
She will also participate in the Company’s 2006 Equity Incentive Plan and is eligible to
receive a prorated amount of 1.5 times the standard grant of Stock Appreciation Right (“SAR”) units
awarded to eligible executives in 2011, pending approval by the Board of Directors. SAR grants
will be made under standard SAR terms and conditions. SAR units are granted with an exercise price
equal to the fair market value of the covered shares on the date of grant as determined by the
Board. 25% of each SAR grant vests 12 months from the date of grant with the remaining 75% balance
vesting at a rate of 75%/36 months (2.08% per month), subject to continued service. Upon exercise
of the SAR, the Company will deliver to the recipient shares with a value equal to the product of
the excess of the per share fair market value of the Company’s common stock on the exercise date
over the exercise price, multiplied by the number of shares of common stock with respect to which
the SAR is exercised. The Company will not receive any proceeds either from the issuance of the SAR
or upon its exercise.
Ms. Rohosy will receive standard healthcare, life insurance and long-term savings program benefits,
as well as a cash allowance of $15,000 per year under the Company’s executive perquisite program.
Ms. Rohosy’s employment is at-will and may be terminated by the Company or by Ms. Rohosy at any
time.
There is no understanding or arrangement between Ms. Rohosy and any other person or persons with
respect to her employment as the Executive Vice President and President, Global Dockers® and there
are no family relationships between Ms. Rohosy and any director or other executive officer or
person nominated or chosen by the Company to become a director or executive officer. There have
been no transactions, nor are there any currently proposed transactions, to which the Company was
or is to be a participant in which Ms. Rohosy or any member of her immediate family had, or will
have, a direct or indirect material interest.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
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Exhibit |
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Description |
99.1
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Press release, dated May 16,
2011, announcing the appointment of the Company’s Executive Vice
President and President, Global
Dockers®. |