UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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FORM 8-K |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of the |
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Securities Exchange Act of 1934 |
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Date of Report: November 1, 2007 |
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MACY'S, INC. |
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7 West Seventh Street, Cincinnati, Ohio 45202 |
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-and- |
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151 West 34th Street, New York, New York 10001 |
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Delaware |
1-13536 |
13-3324058 |
(State of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Check the appropriate box below if the Form 8-K 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)) |
Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; |
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(e) On November 1, 2007, Macy's entered into amendments to its severance agreements with certain executive officers, which agreements were set to expire on November 1, 2007. The amendments: |
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- extend the term of the severance agreements by one year, to November 1, 2008; and |
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- add a new section to the severance agreements that provides that Macy's may unilaterally amend or modify the severance agreements prior to a change in control to conform the terms of the severance agreements to the requirements of Section 409A of the Internal Revenue Code; but |
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- make no other changes to the severance agreements. |
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Among the executives signing amendments were Macy's Chairman, President and Chief Executive Officer, Terry Lundgren; Macy's Chief Financial Officer, Karen Hoguet; and the following Vice Chairs: Thomas Cody, Thomas Cole, Janet Grove and Susan Kronick. |
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This summary of the amendments is qualified in its entirety by reference to the Form of Amendment No. 2 to Severance Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference. |
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Item 9.01. |
Financial Statements and Exhibits . |
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(d) |
Exhibits |
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10.1 |
Form of Amendment No. 2 to Severance Agreement. |
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MACY'S, INC. |
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SIGNATURE |
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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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MACY'S, INC. |
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Dated: November 5, 2007 |
By: /s/ Dennis J. Broderick |
Name: Dennis J. Broderick |
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Title: Senior Vice President, General Counsel and Secretary |
Index to Exhibits |
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Index Number |
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10.1 |
Form of Amendment No. 2 to Severance Agreement. |