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 21, 2007
LaCROSSE FOOTWEAR, INC.
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
Wisconsin
(State or other jurisdiction of incorporation)
|
|
0-23800
(Commission file number)
|
|
39-1446816
(IRS employer identification number) |
17634 NE Airport Way, Portland, Oregon 97230
(Address of principal executive offices, including zip code)
(503) 262-0110
(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 (see General Instruction
A.2. below):
|
|
|
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
|
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
|
| 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. |
2008 Incentive Compensation Program
On December 21, 2007, the Compensation Committee of the Board of Directors of LaCrosse
Footwear, Inc. (the “Company”) approved the Company’s 2008 incentive compensation program (the
“Incentive Program”). Executive officers and other employees who meet certain conditions will
be eligible to participate in the Incentive Program. The Incentive Program provides for
payment of incentive compensation equal to a percentage of the
employee’s base salary. If
Company goals are met, the employee will receive 100% of target incentive compensation. The
percentage of annual base salary that is paid as incentive compensation increases in the
event the Company achieves greater than 100% of the goals. The Incentive Program is based on
minimum threshold levels for revenue growth, operating profit, and inventory turns. In
addition, if the operating profit minimum threshold is not met, there can be no incentive
payment. The Incentive Program description as distributed to the Company’s non-union employees
is included as Exhibit 10.1 to this Current Report and is incorporated herein by
reference. The foregoing description of the Incentive Program does not purport to be complete
and is qualified in its entirety by reference to such exhibit.
2008 Compensation of Executive Officers
On December 21, 2007, the Compensation Committee of the Company’s Board of Directors approved
the 2008 salary, incentive compensation and equity compensation for the Company’s executive
officers.
Effective January 1, 2008, the annual base salary of Joseph P. Schneider, the Company’s
President and Chief Executive Officer, was set at $440,000. Mr. Schneider will be eligible to
receive additional compensation under the Incentive Program as described in the first
paragraph of this Current Report. If 100% of the Incentive Program goals are achieved, Mr.
Schneider will be eligible to receive incentive compensation equal to 100% of his 2008 annual
base salary. Effective January 2, 2008, Mr. Schneider will be awarded a stock option
exercisable for 20,250 shares of the Company’s common stock at an exercise price equal to the
closing price of the Company’s common stock on January 2, 2008.
Effective January 1, 2008, the annual base salary of David P. Carlson, the Company’s Executive
Vice President and Chief Financial Officer, was set at $308,000. Mr. Carlson will be eligible
to receive additional compensation under the Incentive Program as described in the first
paragraph of this Current Report. If 100% of the Incentive Program goals are achieved, Mr.
Carlson will be eligible to receive incentive compensation equal to 70% of his 2008 annual
base salary. Effective January 2, 2008, Mr. Carlson will be awarded a stock option
exercisable for 15,000 shares of the Company’s common stock at an exercise price equal to the
closing price of the Company’s common stock on January 2, 2008.
Effective
February 25, 2008, the annual base salary of Robert G. Rinehart, Jr., the Company’s
Vice President of Product Development, was set at $200,000. Mr. Rinehart will be eligible to
receive additional compensation under the Incentive Program as described in the first
paragraph of this Current Report. If 100% of the Incentive Program goals are achieved, Mr.
Rinehart will be eligible to receive incentive compensation equal to 40% of his 2008 annual
base salary. Effective January 2, 2008, Mr. Rinehart will be awarded a stock option
exercisable for 4,000 shares of the Company’s common stock at an exercise price equal to the
closing price of the Company’s common stock on January 2, 2008.
Effective
February 25, 2008, the annual base salary of J. Gary Rebello, the Company’s Vice
President of Human Resources, was set at $168,000. Mr. Rebello will be eligible to receive
additional compensation under the Incentive Program as
2