8-KLeadership Changes

ROSS STORES, INC. 8-K Report, Executive Changes (Feb 20, 2015)

Filed February 20, 2015For Securities:ROST

Summary

Ross Stores, Inc. filed an 8-K on February 20, 2015, reporting the departure of Douglas Baker, President and Chief Merchandising Officer of dd's DISCOUNTS. His employment termination was effective January 31, 2015, and a Severance Agreement was finalized on February 17, 2015. The agreement outlines continued salary payments for Mr. Baker through March 31, 2017, at his annual rate of $960,000, along with potential annual bonuses. Additionally, he will receive accelerated vesting of restricted stock and performance share awards originally scheduled to vest in March 2015. The company also confirmed the continuation of non-compete and non-solicitation clauses for 24 months post-termination, with Mr. Baker providing a release of claims.

Key Highlights

  • 1Douglas Baker, President and Chief Merchandising Officer of dd's DISCOUNTS, has departed Ross Stores, Inc.
  • 2Mr. Baker's employment termination was effective January 31, 2015.
  • 3A Severance Agreement was finalized on February 17, 2015.
  • 4Mr. Baker will continue to receive his annual salary of $960,000 through March 31, 2017.
  • 5Annual bonuses are also stipulated for Mr. Baker through March 31, 2017, subject to company performance.
  • 6Mr. Baker will receive accelerated vesting of restricted stock and performance share awards.
  • 7Non-compete and non-solicitation clauses remain in effect for 24 months following his termination.

Frequently Asked Questions

The filing indicates that Douglas Baker's employment with Ross Stores, Inc., specifically as President and Chief Merchandising Officer of dd's DISCOUNTS, terminated effective January 31, 2015. The specific reasons for the termination are not detailed in this 8-K filing.

Under the Severance Agreement, Mr. Baker will continue to receive his annual salary of $960,000 through March 31, 2017. He is also eligible for annual bonuses during this period, capped at 100% of his bonus target. Furthermore, he will receive accelerated vesting for restricted stock and performance share awards scheduled to vest in March 2015.

Yes, the Severance Agreement stipulates that Mr. Baker's non-compete, non-solicitation of employees, and non-solicitation of third parties provisions will remain in full force and effect for a period of 24 months following his termination of employment.

Yes, as part of the Severance Agreement, Mr. Baker provided a general release of claims to Ross Stores, Inc.