Current Report — Form 8-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 18K
2: EX-10.1 Agreement Dated October 8, 2015 HTML 86K
3: EX-99.1 Press Release HTML 11K
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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.
(b) On October 6, 2015, Charles M. Holley, Jr., age 59, notified Wal-Mart Stores, Inc. (the “Company”) of his intent to retire from his position as Executive Vice President and Chief Financial Officer of the Company, effective as of the close of business on December 31, 2015. Mr. Holley will continue to be employed by the Company and serve as an Executive Vice President in a transitional role until January 31, 2016, at which time he will retire from the
Company. Mr. Holley has served as the Company’s Executive Vice President and Chief Financial Officer since December 2010, and in various financial and strategy roles since joining the Company in 1994.
(c) On October 8, 2015, M. Brett Biggs, age 47, was appointed Executive Vice President and Chief Financial Officer of the Company, effective January 1, 2016. Mr. Biggs will report to the Company’s President and Chief Executive Officer in this new position. Since January 2014, Mr. Biggs has
served as Executive Vice President and Chief Financial Officer of Walmart International. Prior to being appointed to his current role, Mr. Biggs served as Chief Financial Officer of Walmart U.S. from January 2012 until January 2014, and as Senior Vice President, Sam’s Club Operations, from September 2010 until January 2012. Previously, Mr. Biggs served in a variety of roles since joining the Company in 2000, including Senior Vice President and Chief Financial Officer of Sam’s Club, Senior Vice President Corporate Finance and Assistant Treasurer, and Senior Vice President, International Strategy and Mergers and Acquisitions.
The Company and Mr. Biggs entered into a post-termination agreement and covenant not to compete dated September 21, 2010 (the “Non-Compete Agreement”). The Non-Compete Agreement is substantially similar to the form of post-termination agreement and covenant not to compete that is attached as Exhibit 10(p) to the Company’s Form 10-K filed on March 30,
2011. The Non-Compete Agreement prohibits Mr. Biggs, for a period of two years following his termination of employment with the Company for any reason, from participating in a business that competes with the Company and from soliciting the Company’s associates for employment. The Non-Compete Agreement also provides that, if Mr. Biggs is terminated by the Company for any reason, other than for a violation of the Company’s policies, the Company will continue to pay
his base salary for two years following termination of employment.
(e) On October 8, 2015, the Company entered into a retirement agreement with Mr. Holley, whereupon Mr. Holley’s employment with the Company will end on January 31, 2016 (the “Retirement Agreement”), which is attached as Exhibit 10.1 and is incorporated herein by reference. Under the terms of the Retirement Agreement, Mr. Holley will receive payments totaling approximately $1.9 million in multiple installments through January 2018. In addition, 31,930 restricted
shares of Common Stock originally scheduled to vest between January 24, 2017 and January 26, 2018 will be accelerated to vest on the date of Mr. Holley’s retirement. Mr. Holley will forfeit 74,161 performance shares in connection with his retirement, which constitutes all of his outstanding performance shares scheduled to vest after his retirement date. The Retirement Agreement also prohibits Mr. Holley, for a period of two years following his retirement, from participating in a business that competes with the Company and from soliciting the Company’s associates for employment.
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.