Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers. As previously announced in a Current Report on Form 8-K filed onAugust 11, 2020 ,Wolverine World Wide, Inc. (the "Company") appointedBrendan L. Hoffman as the Company's President, effective on or aboutSeptember 8, 2020 . The Company expects thatMr. Hoffman will transition over a period of time to become the next Chief Executive Officer of the Company. OnAugust 11, 2020 , the Board of Directors of the Company (the "Board") approved an increase in the size of the Board from ten to eleven members and appointedMr. Hoffman to the Board, effective as of the first day of his employment term.Mr. Hoffman will not be appointed to any committees of the Board of Directors.Mr. Hoffman has extensive industry and management experience in retail and fashion, expertise in footwear and apparel, retail, international business and finance, as well as extensive experience with public company governance and related matters.Mr. Hoffman , 51, most recently served as the Chief Executive Officer of Vince Holding Corp., a public company, beginning inOctober 2015 . Prior to joining Vince,Mr. Hoffman served as the Chief Executive Officer and President of Bon-Ton Stores Inc. fromFebruary 2012 toAugust 2014 . Previously he was the Chief Executive Officer and President ofLord & Taylor L.L.C. for more than three years and, before that, he served six years as President and Chief Executive Officer of Neiman Marcus Direct, a subsidiary ofThe Neiman Marcus Group Inc. , where he oversaw the growth of neimanmarcus.com and the launch and growth of bergdorfgoodman.com. During the past 5 years, he has served on the boards of directors of Vince Holding Corp. and Pier 1 Imports. OnAugust 7, 2020 , the Company entered into an Employment Agreement withMr. Hoffman to serve, initially, as the Company's President (the "Employment Agreement"). His term of employment will commence on or aboutSeptember 8, 2020 (the "Effective Time"), and automatically renew on each anniversary of the Effective Time unless either party elects not to renew the term no later than sixty days before the then-current term ends. He will receive a base salary of$900,000 per year, participate in the Company's Executive Short-Term Incentive Plan and is expected to participate in the Company's Executive Long-Term Incentive Plan. The terms of these plans are described in the Company's Proxy Statement filed with theSecurities and Exchange Commission onMarch 26, 2020 (the "Proxy Statement"). He will also receive a one-time signing bonus of$300,000 , subject to an obligation to return this bonus under the conditions described in the Employment Agreement, and the Company will recommend to the Compensation Committee of the Board thatMr. Hoffman be granted restricted stock units with a value at grant of$1 million .Mr. Hoffman will be subject to a covenant not to compete with the Company during the term of his employment and for one year thereafter, as well as other restrictive covenants described in the Employment Agreement. IfMr. Hoffman's employment is terminated by the Company without cause, or byMr. Hoffman with good reason, he will receive severance equal to twelve months of his then-current base salary (18 months if he resigns because he has not been promoted to Chief Executive Officer byMarch 8, 2022 ), offset by the amount of salary and guaranteed compensation, if any, he is entitled to from another employer, and the other payments and benefits described in the Employment Agreement. OnAugust 7, 2020 , the Company andMr. Hoffman entered into an Executive Severance Agreement and an Indemnification Agreement, both in substantially the forms as the Company has entered into with other executives. The Executive Severance Agreement provides him with certain rights, including the right to receive payments in the event of a termination of employment following a change in control of the Company. The Indemnification Agreement requires the Company to indemnify and advance expenses to him to the fullest extent permitted by law with respect to any action, suit, proceeding, inquiry or investigation in which he is involved as a party or otherwise because he is or was a director, officer, employee, agent or fiduciary of the Company. The foregoing descriptions are not complete and are qualified in their entirety by reference to the complete text of the Employment Agreement, Executive Severance Agreement and Indemnification Agreement, respectively. A copy of the Employment Agreement will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter endedSeptember 26, 2020 . Copies of the Executive Severance Agreement and Indemnification Agreement are filed as exhibits to this Current Report. 2 --------------------------------------------------------------------------------
Item 9.01 Financial Statements and Exhibits. (d) Exhibits: 10.1 Executive Severance Agreemen t between Brendan Hoffman and the Company, dated August 7, 2020. 10.2 Indemnification Agreement be tween Brenda n Hoffman and the Company , dated Augu st 7, 2020 . 104 The cover page from this
Current Report on Form 8-K, formatted in
Inline XBRL (included as Exhibit 101). 3
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