-----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, LRbuTIMEqZi4arwwYsMAUKUtX992OdKRvddzAbhBJRX6uZWSBqumXBTpg4LFH8Nn gal3kpmWthQzBA2zFkc4HA== 0000950134-07-021023.txt : 20071009 0000950134-07-021023.hdr.sgml : 20071008 20071009083058 ACCESSION NUMBER: 0000950134-07-021023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20071002 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071009 DATE AS OF CHANGE: 20071009 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEVI STRAUSS & CO CENTRAL INDEX KEY: 0000094845 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 940905160 STATE OF INCORPORATION: DE FISCAL YEAR END: 1124 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-90139 FILM NUMBER: 071160938 BUSINESS ADDRESS: STREET 1: 1155 BATTERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4155446000 MAIL ADDRESS: STREET 1: 1155 BATTERY STREET CITY: SAN FRAINCISCO STATE: CA ZIP: 94111 8-K 1 f34362e8vk.htm FORM 8-K e8vk
 

 
 
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): October 2, 2007
LEVI STRAUSS & CO.
 
(Exact name of registrant as specified in its charter)
         
DELAWARE   002-90139   94-0905160
         
(State or Other Jurisdiction of
Incorporation)
  (Commission File Number)   (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):
o   Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communication 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.
     (b) On October 4, 2007, Levi Strauss & Co. (the “Company”) announced that Patricia House, a member of the Board of Directors of the Company and a member of the Board’s Human Resources Committee and Nominating and Governance Committee, elected to retire from the Board, effective at the end of this year.
     (d) On October 2, 2007, the Board of Directors elected Vanessa Castagna and Stephen Neal as new members of the Board. Both Ms. Castagna and Mr. Neal will be compensated on the same terms as the other non-employee directors of the Company.
     Ms. Castagna was previously the executive chairwoman of the board and an employee of Mervyns LLC, a position she left in February 2007. The Company had net sales to Mervyns in the amount of approximately $144,000,000 from the beginning of fiscal 2006 through the first quarter of 2007, after which Ms. Castagna was no longer an employee of Mervyns.
     Mr. Neal is the chairman and chief executive officer of the law firm Cooley Godward Kronish LLP. The firm provided legal services to the Company and to the Human Resources Committee of the Company’s Board of Directors, for which the Company paid fees of approximately $558,000 since the beginning of fiscal 2006.
     A copy of the press release announcing Ms. House’s retirement and the election of Ms. Castagna and Mr. Neal is attached as Exhibit 99.1 hereto.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
  99.1   Press release, dated October 4, 2007, announcing the retirement of Pat House as a director and the election of Vanessa Castagna and Stephen Neal to the Board.

 


 

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.
             
    LEVI STRAUSS & CO.
 
           
DATE: October 9, 2007       By:   /s/ Heidi L. Manes
 
           
 
      Name:   Heidi L. Manes
 
      Title:   Vice President, Controller

 


 

EXHIBIT INDEX
     
Exhibit Number  
Description
99.1
  Press release, dated October 4, 2007, announcing the retirement of Pat House as a director and the election of Vanessa Castagna and Stephen Neal to the Board.

 

EX-99.1 2 f34362exv99w1.htm EXHIBIT 99.1 exv99w1
 

Exhibit 99.1
     
(LETTERHEAD)  
1155 Battery Street, San Francisco, CA 94111
         
 
  Contact:   Jeff Beckman
For Immediate Release
      Levi Strauss & Co.
 
      (415) 501-1698 
Levi Strauss & Co. Elects Vanessa Castagna and Stephen Neal to Board
SAN FRANCISCO (October 4, 2007) — Levi Strauss & Co. (LS&CO.) today announced the election of two additional members to its board of directors: Vanessa Castagna, a seasoned retail executive, and Stephen Neal, the chairman and chief executive officer of Cooley Godward Kronish LLP. The company also said that Pat House, a current LS&CO. director, was stepping down from LS&CO.’s board at the end of this year.
Vanessa Castagna
“Vanessa brings 34 years of retail experience, including senior leadership positions at Mervyns, JCPenney and Wal-Mart,” said LS&CO.’s chairman Bob Haas. “We will benefit from Vanessa’s perspectives on both the wholesale side of our business, which represents the majority of our sales, as well as on our growing retail operations around the world. Vanessa’s a seasoned leader who will add tremendous value to our strategic discussions and board deliberations.”
Castagna, 58, most recently led Mervyns department stores as its executive chairwoman of the board from 2005 until earlier this year. Prior to Mervyns, Castagna served as chairman and chief executive officer of JCPenney Stores, Catalog and Internet from 2002 through 2004. She joined JCPenney in 1999 as chief operating officer, and was both president and COO in 2001. Castagna’s extensive retail career includes senior-level merchandising positions at retail companies including Wal-Mart, Marshall’s and Target. Castagna joined Lazarus, a division of Federated Department Stores, in 1972, after she was graduated from Purdue University in 1971.
“I have a deep and very positive connection to Levi Strauss & Co. going back more than two decades,” said Castagna. “Levi’s® is a legendary and enduring global brand, and I am excited and honored about the opportunity to work with the company’s leadership team and board to help drive future growth and shareholder value.”
— more —

 


 

LS&CO. Elects New Board Members/Add One
October 4, 2007
Castagna was listed for four consecutive years as one of Fortune magazine’s “50 Most Powerful Women in Business” and for two years as one of Forbes magazines “100 Most Powerful Women.” Castagna is a fundraiser for the Children’s Miracle Network and the New York University Medical Center’s Rusk Institute. She is also involved with the Boys and Girls Clubs of America, the American Cancer Society, the American Red Cross, the March of Dimes and the United Way.
Stephen Neal
Stephen Neal, 58, is the chairman and chief executive officer of the law firm Cooley Godward Kronish. In addition to his extensive experience as a trial lawyer on a broad range of corporate issues, Neal has represented and advised numerous boards of directors, special committees of boards and individual directors on corporate governance and other legal matters. His clients have included many large and high-profile companies, such as General Motors, PG&E, PacifiCare Health Systems and USG Corporation.
“In recent years, Steve Neal has provided invaluable advice to LS&CO.’s board, and I am very pleased to welcome him now as a director,” said Haas. “Steve is a highly respected attorney with deep knowledge and broad experience in corporate governance. We look forward to benefiting from his seasoned perspectives.”
“Levi Strauss & Co. has a well-deserved corporate reputation for doing business distinctly and responsibly for more than 150 years,” said Neal. “I have tremendous respect and admiration for the Haas family and LS&CO., and look forward to working closely with the board and contributing to the company’s future success.”
Prior to joining Cooley Godward in 1995 and becoming CEO in 2001, Stephen was with Kirkland & Ellis in Chicago. He started there in 1973 and was a partner from 1978 until 1995. He received his J.D. from Stanford in 1973 after attending Harvard as an undergraduate.
Pat House
“At the same time we are adding two new directors, I am disappointed to announce the departure of Pat House,” said Haas. “Pat, one of our directors since 2003, has decided to leave the board as of the end of this year. She recently joined the Symphony Technology Group as an advisory board member and, coupled with her other professional and civic activities, unfortunately will no longer have the necessary time to devote to our business. I want to thank Pat for her insights, enthusiasm and commitment the past four years. She has been a great help during our business transformation.”
— more —

 


 

LS&CO. Elects New Board Members/Add Two
October 4, 2007
Levi Strauss & Co. is one of the world’s largest brand-name apparel marketers with 2006 net revenues of $4.2 billion. The company manufactures and markets branded jeans and casual sportswear under the Levi’s®, Dockers® and Levi Strauss Signature® brands.
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