Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Departure of Director
On June 25, 2020, James Quinn resigned from the Board of Directors (the "Board")
of Deckers Outdoor Corporation (the "Company"). At the time of his resignation,
Mr. Quinn was a member of the Compensation Committee of the Board. Mr. Quinn's
resignation was not the result of any disagreement with respect to the Company's
operations, policies or practices.
Appointment of New Director
On June 25, 2020, the Board appointed Victor Luis to serve on the Board. Mr.
Luis will serve as a member of the Board until the Company's next annual meeting
of stockholders or until his successor is elected and qualified. Mr. Luis has
been appointed to serve on the Compensation Committee.
From January 2014 to September 2019, Mr. Luis served as the chief executive
officer and on the board of directors of Tapestry, Inc. (formerly known as
Coach, Inc.) (NYSE: TPR) where he led that company's transformation into
Tapestry Inc., a New York based house of modern luxury brands including Coach,
Kate Spade and Stuart Weitzman. Mr. Luis joined Coach, Inc. in 2006 as president
and chief executive officer, Coach Japan and rapidly assumed additional
leadership responsibilities across Asia and Europe, becoming chief commercial
officer in 2013 and then chief executive officer of Coach, Inc. in 2014. Prior
to joining Coach, Inc., from 2002 to 2006, Mr. Luis was the president and chief
executive officer of Baccarat, Inc., where he ran the North American operation
of the French luxury brand. Mr. Luis joined the Moët-Hennessy Louis Vuitton
Group ("LVMH") in 1995, ultimately advancing to president and chief executive
officer of its subsidiary Givenchy, Japan Incorporated before leaving LVMH in
2002. Mr. Luis holds a Bachelor of Arts degree in Political Science from College
of the Holy Cross and a Master of Arts degree in International Economics from
University College, Durham University.
Agreements with New Director
There are no arrangements or understandings between Mr. Luis and any other
person pursuant to which he was elected to serve on the Board. There are no
relationships involving Mr. Luis that are required to be reported pursuant to
Item 404(a) of Regulation S-K.
Mr. Luis will enter into the Company's standard indemnification agreement in the
form previously filed with the Securities and Exchange Commission (the "SEC")
providing for indemnification and advancement of expenses to the fullest extent
permitted by the General Corporation Law of the State of Delaware.
Mr. Luis will be compensated for his services on the Board in accordance with
the Company's standard compensation policy for non-employee directors as
described in the Company's definitive proxy statement on Schedule 14A filed with
the SEC on July 26, 2019.
Item 7.01 Regulation FD Disclosure.
A copy of the press release announcing the appointment of Mr. Luis as director
of the Company is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information provided under this Item 7.01, including Exhibit 99.1 attached
hereto, is being furnished and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section. Such information
shall not be deemed incorporated by reference into any filing of the Company
under the Securities Act of 1933, as amended, or the Exchange Act, whether made
before or after the date hereof, regardless of any general incorporation
language in such filing, except as otherwise expressly set forth by specific
reference in such filing.
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Item 9.01 Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press Release, dated June 26, 2020, issued by the Company.
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