- Amended Current report filing (8-K/A)
03 Febbraio 2010 - 12:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
December 18, 2009
(Date of earliest event reported)
Volcom, Inc.
(Exact name of registrant as specified
in its charter)
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Delaware
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000-51382
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33-0466919
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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1740 Monrovia Avenue, Costa Mesa, California
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92627
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(949) 646-2175
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(b) 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))
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The following disclosure amends, updates and restates the disclosure contained in Item 5.02 of the
Current Report on Form 8-K filed by Volcom, Inc. (Volcom or the Company) on December 23, 2009.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 18, 2009, the Volcom Compensation Committee (the Committee) recommended and the Board of Directors (the Board) approved certain compensation arrangements for
Volcoms principal executive officer, principal financial officer, and Volcoms other named executive officers identified in Volcoms proxy statement for its 2009 annual meeting of stockholders (the Named Executive
Officers).
Base Salary
The Board set 2009 annual base salaries for Volcoms Named Executive Officers in January 2009. The Committee subsequently decreased each Named Executive Officers base salary in February 2009 to reflect the economic environment at
such time (each a Decreased Salary). In May 2009, the Board approved an increase of $6,260 to Mr. Woolcotts Decreased Salary effective as of March 1, 2009. On December 18, 2009, the Board approved reinstating annual base salaries
for the Named Executive Officers to the levels previously approved in January 2009, except that Mr. Woolcotts re-instated salary included an increase of $2,597 to reflect a portion of the May increase, (the Salary Re-Instatement).
No other raises from January 2009 levels were approved for the Named Executive Officers. The Salary Re-Instatement is effective as of January 1, 2010.
Based upon the Salary Re-Instatement, the 2010 base salaries for the Named Executive Officers are as follows:
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Executive Officer
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2010
Base Salary
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Richard Woolcott, Chairman and Chief Executive Officer
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$
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447,017
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Jason Steris, President and Chief Operating Officer
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$
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353,420
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Douglas Collier, Executive Vice President, Chief Financial Officer, Secretary and Treasurer
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$
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336,000
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Tom Ruiz, Executive Vice President of Sales
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$
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336,000
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Troy Eckert, Executive Vice President of Marketing
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$
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336,000
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2010 Cash Bonus Plan
Under the 2010 Cash Bonus Plan (the 2010 Plan), the target bonus opportunity as a percentage of the individuals base salary remained at the reduced levels set under the 2009 Cash Bonus
Plan, as set forth in the table below. In addition, the Compensation Committee has determined to base a specified percentage of the target bonus opportunity for each of Tom D. Ruiz and Troy C. Eckert on individual performance, as set forth in the
table below. The Compensation Committee maintained diluted earnings per share (EPS) as the performance measure for Company performance under the 2010 Plan and slightly reduced the maximum bonus payable based on EPS performance to 119% of
the target bonus opportunity from the reduced 125% level set under the 2009 Cash Bonus Plan. If the Company achieves the target EPS, the payout for this performance metric will be 100% of the target bonus opportunity and, if the Company achieves the
threshold EPS, the payout will be 27% of the target bonus opportunity.
The target bonus opportunity as a percent of annual salary and the
percent of bonus opportunity based on individual performance and on Company performance for the Named Executive Officers under the 2010 Plan is as follows:
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Executive Officer
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Target Bonus
Opportunity
as % of
Salary
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% of Bonus
Opportunity
Based on
Individual
Performance
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% of Bonus
Opportunity
Based on
Company
Performance
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Richard Woolcott
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75%
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0
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100%
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Jason Steris
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41%
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0
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100%
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Douglas Collier
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40%
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0
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100%
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Tom Ruiz
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40%
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40%
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60%
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Troy Eckert
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40%
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40%
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60%
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SIGNATURE
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.
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Volcom, Inc.
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(Registrant)
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Date
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February 2, 2010
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By
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/s/ S. HOBY DARLING
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S. Hoby Darling
Senior Vice President, Strategic Development,
General
Counsel
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