UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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. |
Effective May 3, 2020, Foot Locker, Inc. (the “Company”) is reducing executive salaries, including each of the executives included as named executive officers in the Company’s 2020 proxy statement, for the second quarter ended August 1, 2020 as follows:
| • | Chief Executive Officer salary reduction of 40%; | |
| • | Executive Vice Presidents and Senior Vice Presidents salary reduction of 20%; and | |
| • | Corporate Vice Presidents and General Manager-level roles salary reduction of 10%. |
| Item 7.01. | Regulation FD Disclosure. |
On April 21, 2020, in response to temporary store closures and other business disruptions resulting from the widespread COVID-19 pandemic, the Company communicated to its employees that it is implementing an employee furlough program (or its equivalent under applicable local law) that will apply to a majority of the Company’s store employees in the United States and Canada, and certain of its store employees in Australia and supply chain employees in the United States. The furlough period will begin on April 26, 2020. The Company is continuing to provide its furloughed employees with wages and salaries, as applicable, until the effective date of the furlough period. Subject to local regulations, these employees will be eligible for unemployment benefits. Employees subject to the furlough program will also continue to receive their currently-enrolled health and other benefits in accordance with the terms of the respective plans. The Company’s retail store closures and employee furlough period is uncertain at this time and will continue until operations can safely and responsibly resume in accordance with national, state, and local guidance related to the evolving COVID-19 pandemic.
The information contained in Item 7.01 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a filing.
| Item 8.01. | Other Events. |
In conjunction with the Company’s executive salary reduction measures, effective May 3, 2020, the Company’s Board of Directors have suspended the cash elements of their director compensation until further notice.
In addition, due to the unprecedented business impact of the widespread COVID-19 pandemic, the Company is implementing a variety of actions to address the sudden reduction in sales, including temporarily suspending its share repurchase program, and reducing capital expenditures by 50%, for the fiscal year ended January 30, 2021 to increase its cash position and provide additional flexibility.
SIGNATURE
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.
| FOOT LOCKER, INC. | ||
| Date: April 22, 2020 | By: | /s/ Elizabeth Norberg |
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Name: Elizabeth Norberg Title: Senior Vice President and | ||