HBI-2013.07.15-8K
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): July 15, 2013
Hanesbrands Inc.
(Exact name of registrant as specified in its charter)
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Maryland | | 001-32891 | | 20-3552316 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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1000 East Hanes Mill Road, Winston-Salem, NC | | 27105 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (336) 519-8080
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:
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On July 15, 2013, the Board of Directors of Hanesbrands Inc. (the "Company") increased the number of members of the Board of Directors from nine to ten and elected Robert F. Moran to serve as a director of the Company. The election of Mr. Moran is effective immediately, and he will serve until the Company's next annual meeting of stockholders and until his successor is elected and qualified, or until his resignation or removal. Mr. Moran will serve as a member of the Audit Committee.
Mr. Moran's compensation will be consistent with the Company's previously disclosed standard compensatory arrangements for non-employee directors, which are described in the Company's most recent proxy statement filed with the Securities and Exchange Commission on February 21, 2013, under the heading “Director Compensation.” Mr. Moran's compensation for 2013 will be prorated to reflect the commencement date of his Board service.
Other than the standard compensation arrangements described above, there are no arrangements or understandings between Mr. Moran and any other person pursuant to which he was elected as a director. The Company is not aware of any transaction with Mr. Moran that would require disclosure under Item 404(a) of Regulation S-K.
The press release issued by the Company announcing Mr. Moran's election is furnished as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
Exhibits
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99.1 | Press release dated July 15, 2013 |
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.
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July 15, 2013 | | HANESBRANDS INC. |
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| | By: | | /s/ Joia M. Johnson |
| | | | Joia M. Johnson |
| | | | Chief Legal Officer, General Counsel and Corporate Secretary |
Exhibits
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99.1 | Press release dated July 15, 2013 |