exec_comp.htm


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) February 29, 2008



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)

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:

      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(e).  Compensatory Arrangements of Certain Officers.

Executive Compensation

On February 29, 2008, the Compensation Committee (Committee) of Hibbett Sports, Inc. (Company) approved the annual base salaries (effective February 3, 2008) of the Company’s executive officers for Fiscal 2009.  The following table sets forth the annual base salary level of the Company’s Named Executive Officers (which officers were determined by reference to the Company’s proxy statement, dated May 2, 2007) for Fiscal 2009 and Fiscal 2008:
 
   
Base Salary
Name
Position
Fiscal 2008
Fiscal 2009
Michael J. Newsome
Chief Executive Officer and Chairman of the Board
 $      465,000
 $      525,000
Nissan Joseph **
Chief Operating Officer and President
 NA
         290,000
Cathy E. Prior
Vice President of Operations
         242,000
         255,000
Jeffry O. Rosenthal
Vice President of Merchandising
         265,000
         285,000
Gary A. Smith
Vice President and Chief Financial Officer
         260,000
         278,000
 
** Salary approved upon hire and reported on Form 8-K, filed on January 2, 2008.

Also, on February 29, 2008, the Committee authorized the payment of annual incentive (i.e. bonus) awards to each of the Company’s Named Executive Officers in respect of the year ended February 2, 2008 (Fiscal 2008).  Consistent with past practice, the payment of the awards is made upon the Company achieving defined company financial goals and the Named Executive Officer each achieving specified personal goals.  At the same time, the Committee established the target bonuses and performance goals for the Fiscal 2009 annual incentive awards.  These target bonuses are also based on the Company’s financial performance during Fiscal 2009 as well as specified personal goals.  Both fiscal year annual incentive bonuses were established subject to the 2006 Executive Officer Cash Bonus Plan adopted previously by the Company’s stockholders.  The following table sets forth cash payments to the Named Executive Officers in respect of their annual incentive awards for Fiscal 2008 and the incentive bonus target amounts for Fiscal 2009 which may be less or more than the targeted amount:

   
Annual Incentive Award
Name
Position
Fiscal 2008
Fiscal 2009
Michael J. Newsome
Chief Executive Officer and Chairman of the Board
 $                --
 $      525,000
Nissan Joseph
Chief Operating Officer and President
 NA
         232,000
Cathy E. Prior
Vice President of Operations
             6,100
         191,505
Jeffry O. Rosenthal
Vice President of Merchandising
                   --
         224,200
Gary A. Smith
Vice President and Chief Financial Officer
           12,730
         208,500
 
In addition, the Committee granted new equity awards to the Company’s Named Executive Officers in the form of restricted stock units.  These awards were granted under the Amended 2005 Equity Incentive Plan, have graded cliff vesting provisions from one to five years, and are subject to performance criteria set by the Committee based on the Company’s Fiscal 2009, Fiscal 2010 and Fiscal 2011 financial results.  The following table sets forth the target restricted stock units to be awarded to each Named Executive Officer for Fiscal 2009 upon achievement of specified performance criteria:

   
 Restricted
Name
Position
 Stock Units
Michael J. Newsome
Chief Executive Officer and Chairman of the Board
            30,000
Nissan Joseph
Chief Operating Officer and President
            18,200
Cathy E. Prior
Vice President of Operations
            13,600
Jeffry O. Rosenthal
Vice President of Merchandising
            14,900
Gary A. Smith
Vice President and Chief Financial Officer
            14,500
 
 

 
The Company intends to provide additional information regarding the compensation awarded, including equity awards, to the Named Executive Officers in respect of and during the year ended February 2, 2008, in the proxy statement for the Company’s 2008 Annual Meeting of Stockholders.


 
 

 





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


March 5, 2008