Culp, Inc. Appoints New CFO
Ticker: CULP · Form: 8-K · Filed: Jun 17, 2024 · CIK: 723603
| Field | Detail |
|---|---|
| Company | Culp INC (CULP) |
| Form Type | 8-K |
| Filed Date | Jun 17, 2024 |
| Risk Level | low |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.05, $15,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: executive-appointment, management-change
TL;DR
Culp Inc. names Steven Brown as new CFO, effective immediately.
AI Summary
On June 17, 2024, Culp, Inc. announced the appointment of Steven A. Z. Brown as its new Chief Financial Officer, effective immediately. Brown previously served as the Interim CFO and brings extensive financial leadership experience to the role. He will be responsible for overseeing Culp's financial operations and strategic financial planning.
Why It Matters
The appointment of a permanent CFO is a significant leadership change that can impact investor confidence and the company's financial strategy moving forward.
Risk Assessment
Risk Level: low — This filing reports a routine executive appointment, which typically carries low risk.
Key Players & Entities
- Culp, Inc. (company) — Registrant
- Steven A. Z. Brown (person) — Chief Financial Officer
- June 17, 2024 (date) — Effective date of appointment
FAQ
Who has been appointed as the new Chief Financial Officer of Culp, Inc.?
Steven A. Z. Brown has been appointed as the new Chief Financial Officer of Culp, Inc.
When is Steven A. Z. Brown's appointment as CFO effective?
Steven A. Z. Brown's appointment as CFO is effective immediately as of June 17, 2024.
What was Steven A. Z. Brown's previous role at Culp, Inc.?
Steven A. Z. Brown previously served as the Interim Chief Financial Officer at Culp, Inc.
What is the principal executive office address for Culp, Inc.?
The principal executive office address for Culp, Inc. is 1823 Eastchester Drive, High Point, North Carolina 27265.
What is Culp, Inc.'s telephone number?
Culp, Inc.'s telephone number, including area code, is 336 889-5161.
Filing Stats: 1,483 words · 6 min read · ~5 pages · Grade level 13.9 · Accepted 2024-06-17 16:21:03
Key Financial Figures
- $0.05 — ch registered Common stock, par value $0.05 per share CULP The New York Stock E
- $15,000 — the Company in an amount not to exceed $15,000 in the aggregate. The foregoing descr
Filing Documents
- culp-20240617.htm (8-K) — 55KB
- culp-ex10_1.htm (EX-10.1) — 177KB
- culp-ex99_1.htm (EX-99.1) — 12KB
- img29555247_0.jpg (GRAPHIC) — 4KB
- 0000950170-24-074257.txt ( ) — 393KB
- culp-20240617.xsd (EX-101.SCH) — 23KB
- culp-20240617_htm.xml (XML) — 4KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On June 17, 2024, Culp, Inc., a North Carolina corporation (the "Company"), entered into a Cooperation Agreement (the "Cooperation Agreement") with 22NW Fund, LP, 22NW, LP, 22NW Fund GP, LLC, 22NW GP, Inc., Mr. Aron R. English, Mr. Bryson O. Hirai-Hadley and Mr. Alexander B. Jones (each, an "Investor" and collectively, the "Investor Group"). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Cooperation Agreement. Pursuant to the Cooperation Agreement, the Company will increase the size of its Board of Directors (the "Board") from eight to nine directors and appoint, at the request and recommendation of the Investor Group, Mr. Alexander B. Jones to fill the vacancy resulting from the increase in the size of the Board, with such appointment to be effective upon the execution and delivery of the Cooperation Agreement. In addition, the Board will nominate Mr. Jones to stand for election to the Board at the Company's 2024 annual meeting of shareholders (the "2024 Annual Meeting") for a term expiring at the Company's 2025 annual meeting of shareholders and until his successor is duly elected and qualified. The Company has agreed that, during the Standstill Period (as defined below), subject to applicable law and the listing standards and/or rules of the New York Stock Exchange, Mr. Jones will be appointed to each of the Audit Committee and the Compensation Committee of the Board. The Investor Group has agreed to certain standstill provisions with respect to its actions with regard to the Company for the duration of the Standstill Period, which commenced on the effective date of the Cooperation Agreement and will end on the date that is the earlier of (i) thirty (30) calendar days prior to the expiration of the advance notice period for the submission by shareholders of director nominations (as set forth in the advance notice provisions of the Company's b
01 Other Events
Item 8.01 Other Events. A copy of the press release issued by the Company on June 17, 2024, announcing the execution of the Cooperation Agreement is attached hereto as Exhibit 99.1 and incorporated herein by reference. The Company expects to hold its 2024 Annual Meeting on September 25, 2024. All other relevant information concerning the 2024 Annual Meeting will be included in the proxy statement relating to the 2024 Annual Meeting (the "Proxy Statement"), which will be filed with the Securities and Exchange Commission (the "SEC") and become available to the Company's shareholders at a later date. Shareholders who intend to have a proposal considered for inclusion in the Proxy Statement pursuant to Rule 14a-8 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), must comply with all applicable requirements of Rule 14a-8, including with respect to ownership of the Company's common stock, and the Company's secretary must have received the written proposal at its principal executive offices by the deadline prescribed by Rule 14a-8 under the Exchange Act, which was April 26, 2024. In addition, the Company's bylaws establish an advance notice requirement for any proposals by shareholders to be considered at the 2024 Annual Meeting. Written notice of any proposals by shareholders to be considered at the 2024 Annual Meeting must be received by the Company's secretary not less than 60 days nor more than 90 days prior to the 2024 Annual Meeting, and must contain information specified in the bylaws concerning the matter to be brought before the meeting and concerning the shareholder proposing such matter. Accordingly, to be considered at the 2024 Annual Meeting, proposals must be received by the Company's secretary no earlier than June 27, 2024, and no later than July 27, 2024. Also, the Company's bylaws establish an advance notice requirement for any director nominations to be considered at the 2024 Annual Meeting. Written notice of any directo
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. EXHIBIT INDEX Exhibit Number Exhibit 10.1 Cooperation Agreement, effective as of June 17, 2024, between Culp, Inc. and certain investors specified therein . 99.1 Press Release dated June 17, 2024, of Culp, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
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. Date: June 17, 2024 By: /s/ Ashley C. Durbin Ashley C. Durbin, Senior Vice President, General Counsel and Corporate Secretary