UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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of the Securities Exchange Act of 1934
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) On January 9, 2020, Hanesbrands Inc. (the “Company”) appointed M. Scott Lewis as Interim Chief Financial Officer and principal financial officer, effective immediately. Mr. Lewis will also continue to serve as the Company’s Chief Accounting Officer and Controller and principal accounting officer.
Mr. Lewis, age 49, has served as the Company’s Chief Accounting Officer and Controller since May 2015. Mr. Lewis served as the Company’s Vice President, Tax from 2013 to 2015, as Vice President, Financial Reporting and Accounting in 2013, as Vice President, External Reporting from 2011 to 2013 and as Director, External Reporting from 2006 to 2011. Prior to joining the Company, Mr. Lewis served as senior manager with the accounting, audit and tax consulting firm KPMG.
Mr. Lewis has no family relationships with any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company. Mr. Lewis is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with his assumption of a Senior Vice President role, Mr. Lewis will receive (i) an annual base salary of $375,000, effective January 1, 2020, (ii) a target annual incentive plan opportunity equal to 45% of his base salary, and (iii) a target long-term incentive program opportunity of $175,000. In connection with his appointment as Interim Chief Financial Officer, he will receive cash compensation of $175,000 per quarter during such time as he serves as Interim Chief Financial Officer, payable at the end of the assignment and pro-rated for any partial quarter. Mr. Lewis also is currently entitled to a retention award with a value of $325,000, payable in cash if he is actively employed by the Company in any capacity through December 31, 2021. He is also eligible to participate in Hanesbrands’ other employee benefits plans and arrangements on the same terms as the Company’s other executive officers.
Mr. Lewis succeeds Barry A. Hytinen, who resigned effective December 28, 2019 in order to pursue another professional opportunity outside the apparel industry.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit 99.1 |
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| Exhibit 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| January 14, 2020 |
HANESBRANDS INC. | |||||
| By: |
/s/ Joia M. Johnson | |||||
| Joia M. Johnson | ||||||
| Chief Administrative Officer, General Counsel and Corporate Secretary | ||||||
Exhibit 99.1
HanesBrands
1000 East Hanes Mill Road
Winston-Salem, NC 27105
(336) 519-8080
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| news release |
FOR IMMEDIATE RELEASE
| News Media, contact: | Matt Hall, (336) 519-3386 | |||
| Analysts and Investors, contact: | TC Robillard, (336) 519-2115 |
HANESBRANDS NAMES INTERIM CHIEF FINANCIAL OFFICER
WINSTON-SALEM, N.C. (Jan. 14, 2020) – HanesBrands (NYSE:HBI) announced today that current Chief Accounting Officer and Controller M. Scott Lewis will serve as interim chief financial officer, effective Jan. 9, 2020. Executive recruiting specialist Crist|Kolder Associates is assisting the company in the ongoing comprehensive search to fill the previously announced CFO vacancy.
Lewis, 49, has served as chief accounting officer and controller since May 2015. He has held positions of increasing responsibility leading the accounting, reporting and tax functions since joining the company in 2006 from accounting, audit and tax consulting firm KPMG. Lewis is a certified public accountant and has expertise in public company auditing, merger and acquisition transactions, and Securities and Exchange Commission accounting and reporting requirements.
“We have a very strong global finance organization,” said Hanes Chief Executive Officer Gerald W. Evans Jr. “Scott is an accomplished finance professional well versed with our company and strategies. He will provide essential leadership during this transition.”
In its CFO search, HanesBrands is considering both internal and external candidates with significant experience and accomplishments in global strategy, finance, capital management, and operations support. Crist|Kolder Associates specializes in corporate executive leadership searches, assessments and recruiting. The firm has successfully assisted in the CFO searches for some of the largest U.S.-based public companies.
HanesBrands is a socially responsible leading marketer of everyday basic innerwear and activewear apparel in the Americas, Europe, Australia and Asia-Pacific under some of the world’s strongest apparel brands, including Hanes, Champion, Bonds, Maidenform, DIM, Bali, Playtex, Bras N Things, Nur Die/Nur Der, Alternative, L’eggs, JMS/Just My Size, Lovable, Wonderbra, Berlei, and Gear for Sports. More information may be found at www.Hanes.com/corporate.
Cautionary Statement Concerning Forward-Looking Statements
This press release contains certain forward-looking statements, as defined under U.S. federal securities laws, with respect to our long-term goals and trends associated with our business, as well as guidance as to future performance. These forward-looking statements are based on our current intent, beliefs, plans and expectations. Readers are cautioned not to place any undue reliance on any forward-looking statements. Forward-looking statements necessarily
involve risks and uncertainties, many of which are outside of our control, that could cause actual results to differ materially from such statements and from our historical results and experience. These risks and uncertainties include such things as: the highly competitive and evolving nature of the industry in which we compete; the rapidly changing retail environment; any inadequacy, interruption, integration failure or security failure with respect to our information technology; the impact of significant fluctuations and volatility in various input costs, such as cotton and oil-related materials, utilities, freight and wages; our ability to properly manage strategic projects in order to achieve the desired results; our ability to attract and retain a senior management team with the core competencies needed to support growth in global markets; significant fluctuations in foreign exchange rates; our reliance on a relatively small number of customers for a significant portion of our sales; legal, regulatory, political and economic risks related to our international operations; our ability to realize all of the anticipated benefits of acquisitions; and other risks identified from time to time in our most recent Securities and Exchange Commission reports, including our annual report on Form 10-K and quarterly reports on Form 10-Q. Since it is not possible to predict or identify all of the risks, uncertainties and other factors that may affect future results, the above list should not be considered a complete list. Any forward-looking statement speaks only as of the date on which such statement is made, and HanesBrands undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, other than as required by law.
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