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 November 18,
2009
Hibbett Sports,
Inc.
(Exact
Name Of Registrant As Specified In Its Charter)
|
Delaware
|
000-20969
|
20-8159608
|
|
(State
of Incorporation)
|
(Commission
|
(IRS
Employer
|
|
File
Number)
|
Identification
No.)
|
451
Industrial Lane
Birmingham,
Alabama 35211
(Address
of principal executive offices)
(205)
942-4292
(Registrant’s
telephone number, including area code)
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:
□ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
□ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
□ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
□ Pre
commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item
1.01. Entry into a Material Definitive Agreement.
Stock
Repurchase. On November 18, 2009, the Board of Directors
(Board) of Hibbett Sports, Inc. (Company) authorized Stock Repurchase Program of
$250.0 million through February 2, 2013. Effective immediately, the
new Program replaces the Company’s existing authorization which was due to
expire on January 30, 2010. Under the prior authorization, the
Company had purchased 7,761,813 shares of common stock at a cost of $167.0
million.
Item
2.02. Results of Operations and Financial Condition.
The Company released its results of
operations for the thirteen-week and thirty-nine-week periods ended October 31,
2009, in a press release issued on November 19, 2009.
The information in this Item, including
Exhibit 99.1 attached hereto, shall not be deemed “filed” for the purposes of
Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the
liabilities of that section. It may be incorporated by reference in
another filing under the Exchange Act or Securities Act of 1933 if such
subsequent filing specifically references this Form 8-K.
Item
5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(e) On
November 18, 2009, the Board adopted the Hibbett Sports, Inc. Executive
Voluntary Deferral Plan (Plan) effective January 1, 2010. The primary
purpose of the Plan is to permit key executives of the Company with the
opportunity to defer, on a pre-tax basis, a portion of their compensation as
defined in the Plan.
The Company intends for the Plan to be
an employee pension benefit plan within the meaning of the Employee Retirement
Income Security Act of 1974, as amended. The Plan covers a select
group of management or highly compensated employees as determined by the
Company. The Company also intends the Plan to comply with the
requirements of Section 409A of the Internal Revenue Code of 1986.
The Plan is attached hereto as Exhibit
10.1 and is incorporated by reference into this Item 5.02(e).
Item
7.01. Regulation FD Disclosures.
The information contained in Item 2.02
(including disclaimer) is incorporated by reference into this item
7.01.
Item
8.01. Other Events.
On November 18, 2009, the Board
approved a title change for the following principal executives of the
Company:
Gary Smith – Senior Vice President and
Chief Financial Officer
Cathy Pryor – Senior Vice President of
Store Operations
Rebecca Jones – Senior Vice President
of Merchandising
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 99.1 is furnished pursuant to
Item 2.02 and shall not be deemed to be “filed”.
|
Exhibit No.
|
Description
|
|
10.1
|
Hibbett
Sports, Inc. Executive Voluntary Deferral Plan
|
|
99.1
|
Press
Release Dated November 19, 2009
|
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.
|
HIBBETT
SPORTS, INC.
|
||
|
By:
|
/s/
Gary A. Smith
|
|
|
Gary
A. Smith
|
||
|
Vice
President and Chief Financial
Officer
|
||
November
20, 2009
EXHIBIT
INDEX
|
Exhibit No.
|
Description
|
|
10.1
|
Hibbett
Sports, Inc. Executive Voluntary Deferral Plan
|
|
99.1
|
Press
Release Dated November 19, 2009
|