UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM  i 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):  i December 8, 2020

 

 i Hanesbrands Inc.

(Exact name of registrant as specified in its charter)

 

 

i Maryland		i 001-32891		i 20-3552316
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

i 1000 East Hanes Mill Road  i Winston-Salem,  i North Carolina		i 27105
(Address of principal executive offices)		(Zip Code)

 i (336)  i 519-8080

Registrant’s telephone number, including area code:

 

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:

 

i ☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

i ☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

i ☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

i ☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
i Common Stock, Par Value $0.01		i HBI		i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   i ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 8, 2020, the Board of Directors of Hanesbrands Inc. (the “Company”) increased the number of members of the Board of Directors from eight to nine and elected Cheryl K. Beebe to serve as a director of the Company. The election of Ms. Beebe is effective immediately, and she will serve until the Company’s next annual meeting of stockholders and until her successor is elected and qualified, or until her resignation or removal. Ms. Beebe will serve as a member of the Audit Committee.

Ms. Beebe’s compensation will be consistent with the Company’s previously disclosed standard compensatory arrangements for non-employee directors, which are described in the Company’s most recent proxy statement filed with the Securities and Exchange Commission on March 16, 2020, under the heading “Director Compensation.” With respect to her compensation for services on the Board of Directors during 2020, Ms. Beebe will not receive a grant of restricted stock units and her cash compensation for 2020 will be prorated to reflect the commencement date of her Board service.

Other than the standard compensation arrangements described above, there are no arrangements or understandings between Ms. Beebe and any other person pursuant to which she was elected as a director. The Company is not aware of any transaction with Ms. Beebe that would require disclosure under Item 404(a) of Regulation S-K.

The press release issued by the Company announcing Ms. Beebe’s election is furnished as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits

(d) Exhibits

 

Exhibit 99.1		Press Release dated December 9, 2020
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.

 

December 9, 2020				HANESBRANDS INC.
				By:		/s/ Joia M. Johnson
						Joia M. Johnson
						Chief Administrative Officer, General Counsel and Corporate Secretary