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): December 2, 2019
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.
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(Address of Principal Executive Offices)
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(Zip Code)
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(717 ) 657-2300
(Registrant’s Telephone Number, Including Area Code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 2, 2019, the Board of Directors (the “Board”) of Ollie’s Bargain Outlet Holdings, Inc. (the “Company”) announced the unexpected passing of Mark Butler, Founder,
Chairman of the Board, President and CEO of the Company. The Board also announced that effective immediately, John Swygert has been named interim President and CEO.
Mr. Swygert has been serving the Company as Executive Vice President and Chief Operating Officer since January 2018, and prior to this served as the Company‘s Chief
Financial Officer since 2004. There are no arrangements or understandings between Mr. Swygert and any other persons pursuant to which he was named interim President and CEO. Mr. Swygert does not have any family relationships subject to disclosure
under Item 401(d) of Regulation S-K or any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. There have been no changes to Mr. Swygert’s compensation at this time.
Item 8.01 Other Events.
On December 2, 2019, the Company issued a press release announcing that Founder, Chairman of the Board, Company President and CEO Mark Butler, passed away unexpectedly on
December 1, 2019 while spending the Thanksgiving Holiday weekend with his family. A copy of such press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
“Mark was an exceptional entrepreneur, merchant, leader, philanthropist, friend and family man,” said board member Richard Zannino on behalf of the entire board of
directors. “From ringing the first sale in the first Ollie’s store in Mechanicsburg, PA in 1982, to leading the Company’s highly profitable growth to 345 stores in 25 states, Mark built a successful and enduring retail concept, assembled an
incredible team, created thousands of jobs and delivered millions of bargains to our customers, while delivering exceptional shareholder value along the way.”
Item 9.01 Financial Statements and Exhibits.
EXHIBIT INDEX
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Exhibit No.
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Description
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Press Release issued on December 2, 2019 of Ollie’s Bargain Outlet Holdings, Inc.
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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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OLLIE’S BARGAIN OUTLET HOLDINGS, INC.
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Date: December 2, 2019
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By:
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/s/ Jay Stasz
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Name:
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Jay Stasz
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Title:
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Senior Vice President and
Chief Financial Officer
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Exhibit 99.1
Ollie Bargain Outlet Announces Unexpected Passing of
Chairman of the Board, President and CEO, Mark Butler
Harrisburg, PA., December 2, 2019 –The board of directors of Ollie’s Bargain Outlet Holdings, Inc. (NASDAQ: OLLI) today announced with profound sadness that Founder,
Chairman of the Board, President and CEO Mark Butler, 61, passed away unexpectedly while spending the Thanksgiving Holiday weekend with his family.
“Mark was an exceptional entrepreneur, merchant, leader, philanthropist, friend and family man,” said board member Richard Zannino on behalf of the entire board of
directors. “From ringing the first sale in the first Ollie’s store in Mechanicsburg, PA in 1982, to leading the Company’s highly profitable growth to 345 stores in 25 states, Mark built a successful and enduring retail concept, assembled an
incredible team, created thousands of jobs and delivered millions of bargains to our customers, while delivering exceptional shareholder value along the way.”
Zannino continued, “We will dearly miss Mark and extend our heartfelt sympathy and condolences to Mark’s entire family.”
Effective immediately, the board of directors has named John Swygert as interim President and CEO. John has been serving as Executive Vice President and Chief Operating
Officer since January 2018 and prior to this served as Ollie’s Chief Financial Officer since 2004.
Zannino concluded, “During his 15 year tenure, John worked closely with Mark and played an integral role in the growth and success of Ollie’s. Together, they built a
talented, passionate and high-performing management team. Based on John’s intimate knowledge of the Company and the closeout business, and the strength and tenure of the Ollie’s team, the board has the utmost confidence in John’s ability to
successfully lead the Company at this time. We will continue to support them in every way possible.”
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, including housewares, food, books and stationery, bed and bath, floor coverings, toys, health and beauty aids and other
categories. We currently operate 345 stores in 25 states throughout the Eastern half of the United States. For more information, visit www.ollies.us.
Investor Contact:
Jean Fontana
ICR
646-277-1214
Jean.Fontana@icrinc.com
Media Contact:
Dan Haines
Vice President – Marketing & Advertising
717-579-9377
danhaines@ollies.us