HBI-2015.1.20-8K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): January 19, 2015
Hanesbrands Inc.
(Exact name of registrant as specified in its charter)
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Maryland | | 001-32891 | | 20-3552316 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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1000 East Hanes Mill Road, Winston-Salem, NC | | 27105 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (336) 519-8080
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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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | Pre-commencement communications 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
On January 19, 2015, the Board of Directors of Hanesbrands Inc. (the “Company”) increased the number of members of the Board of Directors from ten to eleven and elected Franck J. Moison to serve as a director of the Company. The election of Mr. Moison is effective immediately, and he will serve until the Company’s next annual meeting of stockholders and until his successor is elected and qualified, or until his resignation or removal.
Mr. Moison’s compensation will be consistent with the Company’s standard compensatory arrangements for non-employee directors and for 2015 will consist of: (i) an annual cash retainer of $90,000, paid in quarterly installments; (ii) an annual grant of restricted stock units with a grant date fair value of approximately $125,000 that vest on the one-year anniversary of the grant date and are payable upon vesting in shares of Hanesbrands common stock; and (iii) reimbursement of customary expenses for attending board of directors, committee and stockholder meetings.
Other than the standard compensation arrangements described above, there are no arrangements or understandings between Mr. Moison and any other person pursuant to which he was elected as a director. The Company is not aware of any transaction with Mr. Moison that would require disclosure under Item 404(a) of Regulation S-K.
The press release issued by the Company announcing Mr. Moison’s election is furnished as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
Exhibits
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99.1 | Press release dated January 20, 2015 |
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.
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January 20, 2015 | | HANESBRANDS INC. |
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| | By: | | /s/ Joia M. Johnson |
| | | | Joia M. Johnson |
| | | | Chief Legal Officer, General Counsel and Corporate Secretary |
Exhibits
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99.1 | Press release dated January 20, 2015 |
HBI-2015.1.20-EX99.1
HanesBrands
1000 East Hanes Mill Road
Winston-Salem, NC 27105
(336) 519-8080
FOR IMMEDIATE RELEASE
News Media, contact: Matt Hall, (336) 519-3386
Analysts and Investors, contact: T.C. Robillard, (336) 519-2115
HANESBRANDS APPOINTS FRANCK J. MOISON TO BOARD OF DIRECTORS
WINSTON-SALEM, N.C. (Jan. 20, 2015) - HanesBrands (NYSE: HBI), a leading global maker and marketer of everyday basic apparel under world-class brands, today announced that Franck J. Moison, chief operating officer of emerging markets and business development for Colgate-Palmolive Company, has been appointed to the company’s board of directors.
With the appointment of Moison, whose term runs until the 2015 annual meeting of stockholders, the Hanes board has 11 members.
Moison, 61, is one of the most accomplished marketing and operating executives in the global consumer products industry and has served as chief operating officer of emerging markets for Colgate-Palmolive since 2010. He also is responsible for Colgate-Palmolive’s global business development, including mergers and acquisitions.
“Franck is one of the industry’s most distinguished leaders in consumer product innovation, strategic marketing, acquisitions, and emerging market business development. He will be a valued addition to our already talented board of directors,” Hanes Chairman and Chief Executive Officer Richard A. Noll said.
Moison’s career at Colgate-Palmolive spans more than three decades. As chief operating officer for emerging markets and business development, Moison oversees fast-growing businesses that represent more than $9.2 billion in annual sales and has overseen acquisitions in Europe and emerging markets. Previously he served as president of Colgate-Palmolive’s global marketing, supply chain and technology functions and has served in management leadership positions based in New York, Geneva, Paris, Rome and Zurich.
He is a past director of H.J. Heinz Company and serves as chairman of the advisory board for école des Hautes Etudes Commerciales business school (France, London, and Singapore) and sits on the global advisory board of the Georgetown University McDonough School of Business. He earned his business degree from école des Hautes Etudes Commerciales du Nord in Lille, France, and his MBA from the University of Michigan Ross School of Business in Ann Arbor, Mich.
HanesBrands Appoints Franck J. Moison to Board of Directors - Page 2
HanesBrands
HanesBrands, based in Winston-Salem, N.C., is a socially responsible leading marketer of everyday basic apparel under some of the world’s strongest apparel brands in the Americas, Asia and Europe, including Hanes, Champion, Playtex, DIM, Bali, Maidenform, Flexees, JMS/Just My Size, Wonderbra, Nür Die, Lovable and Gear for Sports. The company sells T-shirts, bras, panties, shapewear, men’s underwear, children’s underwear, socks, hosiery, and activewear produced in the company’s low-cost global supply chain. Ranked No. 530 on the Fortune 1000 list, Hanes has approximately 55,900 employees in more than 35 countries and takes pride in its strong reputation for ethical business practices. Hanes is a U.S. Environmental Protection Agency Energy Star 2014, 2013 and 2012 Sustained Excellence Award winner and 2011 and 2010 Partner of the Year award winner. The company has been ranked on Newsweek magazine’s list of Top 500 greenest U.S. companies. More information about the company and its corporate social responsibility initiatives, including environmental, social compliance and community improvement achievements, may be found at www.Hanes.com/corporate.
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