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 7, 2016
OLLIE’S BARGAIN OUTLET HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37501 | 80-0848819 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
6295 Allentown Boulevard, Suite 1, Harrisburg, PA 17112
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (717) 657-2300
Not Applicable
(Former name or former address, if changed since last report.)
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 (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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 7, 2016, the Board of Directors (the “Board”) of Ollie’s Bargain Outlet Holdings, Inc., a Delaware corporation (NASDAQ: OLLI) (the “Company”) announced changes to the Board. The Board: fixed the number of directors at eight (8); appointed Stephen W. White as a member of the Board, as a Class III Director; and also appointed Mr. White to serve on the Audit Committee, both effective immediately. Joseph Scharfenberger, Jr., Class I Director of the Company, who remains a director of the Company, will cease being a member of the Audit Committee, effective immediately.
The Company’s independent directors recommend director nominees to the Board in accordance with Rule 5605(e)(1)(A) of the Nasdaq Stock Market Rules without the formation of a standing nominating committee. The Board reviewed and discussed the qualifications of Mr. White as a director nominee, and determined that Mr. White qualifies as an “independent director” under the Nasdaq Stock Market Rules, and as set forth in its Corporate Governance Guidelines and Principles.
The Board also determined that Mr. White also qualifies as an independent director for the purposes of Audit Committee membership under the rules of the Nasdaq Stock Market and Rule 10A-3 of the Securities Exchange Act of 1934, and that he is able to read and understand fundamental financial statements to qualify him to become a member of the Audit Committee of the Board under the Nasdaq Stock Market Rules.
From 1994 to 2016, Mr. White held various senior positions in supply chain logistics with Dollar Tree, Inc., including Chief Logistics Officer from 2003-2016. Prior to joining Dollar Tree, Mr. White served as Director of Transportation and Administration and held various other distribution and transportation positions at Ames Department Stores from 1986 to 1994. Prior to Ames, Mr. White held several transportation and supply chain positions with a number of companies, including LyphoMed Pharmaceuticals, Eastern Airlines, Incom International, and Shell Oil Company. Mr. White holds a Bachelor’s of Science in Business Administration with dual majors in Transportation and Distribution Management, and Finance and Insurance from Northeastern University.
A copy of Company’s press release announcing the appointment is attached hereto as Exhibit 99.1 and hereby incorporated by reference.
Item 9.01. Financial Statements and Exhibits.
| (d) Exhibits | The following exhibits are filed with this report | |
| Exhibit No. |
Description | |
| 99.1 |
— Press Release dated July 7, 2016 | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OLLIE’S BARGAIN OUTLET HOLDINGS, INC. | ||||
| Date: July 7, 2016 | /s/ John Swygert | |||
| Name: John Swygert Title: Executive Vice President and Chief Financial Officer (Principal Financial Officer of the Registrant) | ||||
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Exhibit 99.1
Ollie’s Bargain Outlet Holdings, Inc. Expands Board of Directors with
Appointment of Stephen W. White
HARRISBURG, PA – July 7, 2016 (GLOBE NEWSWIRE) – Ollie’s Bargain Outlet Holdings, Inc. (Nasdaq: OLLI) (“Ollie’s” or the “Company”) today announced the appointment of Stephen W. White to its board of directors.
“As the recently retired Chief Logistics Officer at Dollar Tree, Inc. and with over 35 years of experience in supply chain logistics, Steve brings a wealth of knowledge in the areas of distribution, domestic and international transportation, logistics and supply chain management to the Ollie’s Board of Directors,” said Mark Butler, the Company’s Chairman, President and Chief Executive Officer. He is a proven leader and will be a valuable resource as we continue to execute our growth strategy of opening new stores, developing our distribution network and building Ollie’s into a national closeout retailer of brand name merchandise at drastically reduced prices. We are very excited to welcome Steve to the Ollie’s family and look forward to his strategic contribution to our growth.”
From 1994 to 2016, Mr. White held various senior positions in supply chain logistics with Dollar Tree, Inc., including Chief Logistics Officer from 2003-2016. Prior to joining Dollar Tree, Mr. White served as Director of Transportation and Administration and held various other distribution and transportation positions at Ames Department Stores from 1986 to 1994. Prior to Ames, Mr. White held several transportation and supply chain positions with a number of companies, including LyphoMed Pharmaceuticals, Eastern Airlines, Incom International, and Shell Oil Company. Mr. White holds a Bachelor’s of Science in Business Administration with dual majors in Transportation and Distribution Management, and Finance and Insurance from Northeastern University.
Mr. White’s appointment to the board of directors as a Class III director expands the number of board members to eight from seven. The appointment is effective immediately, and he will stand for election to the board at the Company’s 2018 annual meeting of stockholders. Mr. White will serve on the Audit Committee along with two other independent directors, Thomas Hendrickson and Stanley Fleishman.
About Ollie’s
We are a highly differentiated and fast growing, extreme value retailer of brand name merchandise at drastically reduced prices. We are known for our assortment of merchandise offered as Good Stuff Cheap®. We offer name brand products, Real Brands! Real Bargains!®, in every department, from housewares, food, books and stationery, bed and bath, floor coverings, toys, hardware and other categories. We currently operate 215 store locations in 19 states across the Eastern half of the United States.
Investor Relations Contact:
John Rouleau
ICR
(203) 682-8200
John.Rouleau@icrinc.com
Media Contact:
Dan Haines
Vice President, Marketing & Advertising
(717) 657-2300
dhaines@ollies.us