form8k120507.htm
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): Dec. 3, 2007
RADIOSHACK
CORPORATION
(Exact
name of
registrant as specified in its charter)
Commission
file
number 1-5571
|
Delaware
|
75-1047710
|
|
(State
or
other jurisdiction of incorporation)
|
(I.R.S.
Employer Identification No.)
|
| |
|
| |
|
|
300
RadioShack Circle, Mail Stop CF3-203,
|
|
|
Fort
Worth,
Texas
|
76102
|
|
(Address
of
principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (817) 415-3700
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 (see General Instruction A.2. below):
¨ Written
communications pursuant to Rule 425 under the Securities Act
¨ Soliciting
material
pursuant to Rule 14a-12 under the Exchange Act
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act
Item
1.01
Entry into a Material Definitive Agreement.
See
Item 5.02 for a
discussion of the Offer Letter, entered into between RadioShack Corp (the
"Company") and Peter J. Whitsett, the Company's newly appointed Executive Vice
President, Chief Merchandising Officer.
Item
5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
Nov. 30, 2007,
RadioShack Corp announced that it had appointed Peter J. Whitsett to the
position of Executive Vice President, Chief Merchandising
Officer. Mr. Whitsett began his employment with the Company on Dec.
3. 2007.
Mr.
Whitsett was
Senior Vice President, Kmart Merchandising Officer from July 2005 until Nov.
2007. He joined Kmart in 1999 as Director, Merchandise Planning &
Replenishment and served in a variety of positions, including Divisional Vice
President, Merchandise Planning from 2000 to 2003, Divisional Vice President,
Merchandising Consumables in 2003, Vice President/General Merchandise Manager,
Drug Store and Food from 2003 to 2004, and Vice President/General Merchandise
Manager from 2004 to 2005.
In
connection with
Mr. Whitsett’s appointment as Executive Vice President, Chief Merchandising
Officer, the following sets forth Mr. Whitsett’s base salary, sign-on
bonus, stock option grant and restricted stock information.
|
Base
Annual
Salary:
|
$500,000
|
|
Sign-On
Bonus:
|
$30,000
|
|
Number
of
Stock Options (1):
|
40,000
|
|
Number
of
Shares of Restricted Stock (2):
|
20,000
|
(1) The
exercise price per share is $18.46,
which is equal to the fair market value (defined as the average of the high
and
low NYSE sales price) of RadioShack common stock on the first day of trading
in
RadioShack stock on the first day of Mr. Whitsett’s
employment. Options vest in equal annual increments of
one-third, beginning on the first anniversary of the date of grant, assuming
employment on such vesting dates. Assuming continuing service as an employee,
options expire seven years from the date of grant.
(2) Restricted
stock vests in equal annual increments of one-third, beginning on the first
anniversary of the date of grant, assuming employment on such vesting
dates.
In
addition,
Mr. Whitsett will participate in the Company’s Annual and Long-Term
Incentive Compensation Plan, established pursuant to the RadioShack 2004 Annual
and Long-Term Incentive Compensation Plan, which was approved by stockholders
at
RadioShack’s 2004 annual meeting of stockholders. Mr.
Whitsett’s annual target bonus is equal to 75% of his base salary and payment is
subject to the Company achieving certain performance metrics. For
2007, the annual bonus is guaranteed to be a minimum of $100,000. Mr.
Whitsett’s 2007 Long Term Incentive Compensation Plan target is
$200,000. The Long Term Incentive Plan is a two year
plan
for calendar
years 2007 and 2008, payable in 2009. Mr. Whitsett will also be
eligible to participate in the 2008 Long Term Incentive Compensation
Plan.
The
Company will
provide Mr. Whitsett with relocation assistance, which includes a furnished
temporary apartment through May 31, 2008 and a suitable number of trips back
and
forth between the Company’s headquarters and his residence in
Illinois. The Company will also assist in the sale of Mr. Whitsett’s
home through the Company’s Home Marketing Assistance and Appraised Value /
Amended Value Program. Mr. Whitsett will also be eligible to
participate in the Company’s Officers’ Supplemental Executive Retirement Plan,
Officers’ Severance Program and Executive Life.
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 thereunto duly authorized this 5th day of
December, 2007.
RADIOSHACK
CORPORATION
| |
RADIOSHACK
CORPORATION
|
| |
|
| |
|
| |
/s/
James F.
Gooch
|
| |
James
F.
Gooch
|
|
|
Executive
Vice President and
Chief
Financial Officer
|