Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): January 20, 2012

 

 

ULTA SALON, COSMETICS & FRAGRANCE, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   001-33764   36-3685240

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

1000 Remington Blvd., Suite 120

Bolingbrook, Illinois 60440

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (630) 410-4800

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. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 24, 2012, Ulta Salon, Cosmetics & Fragrance, Inc. (the “Company”) issued a press release regarding the appointment of Catherine Halligan to the Company’s Board of Directors (the “Board”), effective January 20, 2012. Ms. Halligan fills a directorship vacated by Hervé Defforey, who previously announced plans to resign from the Company’s Board effective January 28, 2012. Ms. Halligan’s committee appointments have not yet been determined by the Company’s Board. A copy of the press release is furnished as Exhibit 99.1 to this report.

There is no arrangement or understanding between Ms. Halligan and any other persons pursuant to which Ms. Halligan was selected as a director, and there are no related party transactions involving Ms. Halligan that are reportable under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

   

Description

99.1    Press release issued by Ulta Salon, Cosmetics & Fragrance, Inc. on January 24, 2012 announcing the appointment of Catherine Halligan to the Company’s Board of Directors.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    ULTA SALON, COSMETICS & FRAGRANCE, INC.
Date: January 24, 2012     By:   /s/ Robert S. Guttman
      Robert S. Guttman
     

Senior Vice President, General Counsel

and Secretary

 

 

EXHIBIT INDEX

 

Exhibit No.

   

Description

99.1    Press release issued by Ulta Salon, Cosmetics & Fragrance, Inc. on January 24, 2012 announcing the appointment of Catherine Halligan to the Company’s Board of Directors.