Abercrombie & Fitch Elects New Directors, Renews CFO Contract

Ticker: ANF · Form: 8-K · Filed: 2024-08-22T00:00:00.000Z

Sentiment: neutral

Topics: governance, executive-compensation, board-of-directors

Related Tickers: ANF

TL;DR

AFG adds 2 directors, locks in CFO Lipesky with new deal.

AI Summary

Abercrombie & Fitch Co. announced on August 21, 2024, changes to its Board of Directors and executive compensation. Specifically, the company elected two new directors, Jonathan S. Geller and Michael R. R. Searby, to its Board. Additionally, the company entered into a new employment agreement with its Chief Financial Officer, Scott D. Lipesky, effective August 21, 2024, which includes a base salary of $650,000 and potential for a performance-based bonus.

Why It Matters

The election of new directors and the renewal of the CFO's employment agreement signal potential strategic shifts and continued confidence in the company's financial leadership.

Risk Assessment

Risk Level: low — The filing primarily concerns routine corporate governance and executive compensation matters, with no immediate financial distress or significant operational changes indicated.

Key Numbers

Key Players & Entities

FAQ

Who were the new directors elected to Abercrombie & Fitch's Board?

Jonathan S. Geller and Michael R. R. Searby were elected as new directors.

What is the effective date of the new employment agreement for the CFO?

The new employment agreement for Scott D. Lipesky is effective August 21, 2024.

What is the base salary for Abercrombie & Fitch's CFO under the new agreement?

The new employment agreement stipulates a base salary of $650,000 for CFO Scott D. Lipesky.

What is the primary purpose of this Form 8-K filing?

This Form 8-K reports on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers, as well as Regulation FD disclosures and financial statements/exhibits.

What is the company's principal executive office address?

The principal executive offices are located at 6301 Fitch Path, New Albany, Ohio 43054.

From the Filing

0001018840-24-000063.txt : 20240822 0001018840-24-000063.hdr.sgml : 20240822 20240822163613 ACCESSION NUMBER: 0001018840-24-000063 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20240821 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240822 DATE AS OF CHANGE: 20240822 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ABERCROMBIE & FITCH CO /DE/ CENTRAL INDEX KEY: 0001018840 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 311469076 STATE OF INCORPORATION: DE FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12107 FILM NUMBER: 241232456 BUSINESS ADDRESS: STREET 1: 6301 FITCH PATH CITY: NEW ALBANY STATE: OH ZIP: 43054 BUSINESS PHONE: 6142836500 MAIL ADDRESS: STREET 1: 6301 FITCH PATH CITY: NEW ALBANY STATE: OH ZIP: 43054 8-K 1 anf-20240821.htm 8-K anf-20240821 0001018840 false 0001018840 2024-08-21 2024-08-21 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): August 21, 2024 Abercrombie & Fitch Co. (Exact name of registrant as specified in its charter) Delaware 1-12107 31-1469076 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 6301 Fitch Path , New Albany , Ohio 43054 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code (614) 283-6500 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)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Class A Common Stock, $0.01 Par Value ANF New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).                                         Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 21, 2024 (the “Effective Date”), the Board of Directors (the “Board”) of Abercrombie & Fitch Co. (the “Company”) increased the size of the Board from nine members to 10 members in accordance with the Company’s Am

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