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): August 13, 2002 - -------------------------------------------------------------------------------- FOOT LOCKER, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New York No. 1-10299 13-3513936 - ----------------------------- --------------- -------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 112 West 34th Street, New York, New York 10120 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 720-3700 --------------
Item 7. Financial Statements and Exhibits - ----------------------------------------- (c) Exhibits. -------- In accordance with the provisions of Item 601 of Regulation S-K, an index of exhibits is included in this Form 8-K on Page 3. Item 9. Regulation FD Disclosure - -------------------------------- On August 13, 2002, Matthew D. Serra, the Principal Executive Officer, and Bruce L. Hartman, the Principal Financial Officer, of Foot Locker, Inc. each submitted to the Securities and Exchange Commission sworn statements pursuant to SEC Order No. 4-460. A copy of each of these statements is attached hereto as an exhibit. 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 being hereunto duly authorized. FOOT LOCKER, INC. -------------------------------- (Registrant) Date: August 13, 2002 By: /s/ Gary M. Bahler ---------------------------- Gary M. Bahler Senior Vice President, General Counsel and Secretary 2
FOOT LOCKER, INC. ----------------- INDEX OF EXHIBITS FURNISHED IN ACCORDANCE WITH THE PROVISIONS OF ITEM 601 OF REGULATION S-K -------------------------- Exhibit No. in Item 601 of Regulation S-K Description - ----------------------- ----------- 99.1 Statement Under Oath of Principal Executive Officer dated August 12, 2002. 99.2 Statement Under Oath of Principal Financial Officer dated August 12, 2002. 3
Exhibit 99.1 I, Matthew D. Serra, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Foot Locker, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o Annual Report on Form 10-K for the fiscal year ended February 2, 2002 of Foot Locker, Inc.: o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Foot Locker, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Matthew D. Serra Subscribed and sworn to - -------------------- before me this 12th day of Matthew D. Serra August 2002. August 12, 2002 /s/ Phyllis Slavin ------------------------- Notary Public My Commission Expires: 11/9/05 -----------------------------
Exhibit 99.2 I, Bruce L. Hartman, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Foot Locker, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o Annual Report on Form 10-K for the fiscal year ended February 2, 2002 of Foot Locker, Inc.: o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Foot Locker, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Bruce L. Hartman Subscribed and sworn to - -------------------- before me this 12th day of Bruce L. Hartman August 2002. August 12, 2002 /s/ Phyllis Slavin -------------------------- Notary Public My Commission Expires: 11/9/05 ------------------------------