Attached files
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EX-10.1 - EMPLOYMENT AGREEMENT - SCHOOL SPECIALTY INC | exh101.htm |
EX-99.1 - PRESS RELEASE - SCHOOL SPECIALTY INC | exh991.htm |
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): June 27, 2011
SCHOOL SPECIALTY, INC.
(Exact name of registrant as specified in its charter)
Wisconsin | 000-24385 | 39-0971239 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
W6316 Design Drive Greenville, Wisconsin 54942 |
(Address of principal executive offices, including zip code) |
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Registrants telephone number, including area code: (920) 734-5712
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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.02
Termination of Material Definitive Agreement.
The information set forth below under Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers is incorporated herein by reference.
Item 5.02.
Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On June 27, 2011, School Specialty, Inc. (the Company) announced that Mr. David J. Vander Zanden would retire as the Companys Chief Executive Officer and President, effective April 28, 2012. The Board of Directors is conducting a process to identify Mr. Vander Zandens successor. A copy of the press release issued by the Company on June 27, 2011 announcing Mr. Vander Zandens retirement is attached hereto as Exhibit 99.1 and incorporated herein by reference.
In connection with Mr. Vander Zandens retirement, the Company entered into a new employment agreement with Mr. Vander Zanden (the Employment Agreement) that replaces the employment agreement between the Company and Mr. Vander Zanden dated November 5, 2002, as amended effective as of December 31, 2008. The Employment Agreement sets out the terms of Mr. Vander Zandens employment, including the following:
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the term of Mr. Vander Zandens employment continues until April 28, 2012, but may be terminated earlier,
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consistent with his prior employment agreement, Mr. Vander Zanden is entitled to be nominated by the Board of Directors of the Company (the Board) for election to the Board at the 2012 annual meeting of shareholders for a three year term, and
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the Employment Agreement specifies the Companys and Mr. Vander Zandens respective rights and obligations upon a voluntary or involuntary termination of his employment and in the event Mr. Vander Zanden is not nominated to the Board or nominated but not elected to the Board.
A copy of the Employment Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing description of the material terms of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to such exhibit.
Item 9.01.
Financial Statements and Exhibits.
| Exhibit No. | Description |
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| 10.1 | Employment Agreement dated as of June 27, 2011 between |
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| 99.1 | Press Release of School Specialty, Inc. dated June 27, 2011 |
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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.
| SCHOOL SPECIALTY, INC. |
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Dated: June 27, 2011 | By: /s/ David J. Vander Zanden |
| David J. Vander Zanden Chief Executive Officer |
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EXHIBIT INDEX
Exhibit No. | Description |
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10.1 | Employment Agreement dated as of June 27, 2011 between |
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99.1 | Press Release of School Specialty, Inc. dated June 27, 2011 |