8-KLeadership ChangesRegulation FDExhibits & Filings

ROSS STORES, INC. 8-K Report, Executive Changes (Aug 13, 2019)

Filed August 13, 2019For Securities:ROST

Summary

Ross Stores, Inc. (ROST) has announced significant executive leadership changes effective August 16, 2019. Michael Hartshorn, formerly Group Executive Vice President and CFO, has been promoted to Group President and Chief Operating Officer. Concurrently, Travis Marquette has been appointed as the new Group Senior Vice President and Chief Financial Officer. Michael Kobayashi has also been appointed as President, Operations & Technology. These appointments are part of a strategic realignment of the company's senior management team. In conjunction with these promotions, the company has entered into new employment agreements with Hartshorn, Kobayashi, and Marquette, outlining their roles, responsibilities, and compensation. These agreements include base salaries, substantial restricted stock awards with staggered vesting schedules, annual cash incentive bonuses, and severance benefits. Investors should note the clear succession planning and incentive structures designed to retain and motivate key executives during this transition.

Key Highlights

  • 1Michael Hartshorn promoted from CFO to Group President and COO, effective August 16, 2019.
  • 2Travis Marquette appointed as the new Group Senior Vice President and Chief Financial Officer, effective August 16, 2019.
  • 3Michael Kobayashi appointed as President, Operations & Technology, effective August 16, 2019.
  • 4New employment agreements for Hartshorn, Kobayashi, and Marquette include initial terms through March 31, 2024.
  • 5Hartshorn receives a base salary of $1,100,000 and a $3,000,000 restricted stock award.
  • 6Marquette receives a base salary of $675,000 and a $1,200,000 restricted stock award.
  • 7These executive changes are detailed in a press release attached as Exhibit 99.1.

Frequently Asked Questions

Effective August 16, 2019, Michael Hartshorn was promoted from CFO to Group President and Chief Operating Officer. Travis Marquette was appointed as the new Chief Financial Officer, and Michael Kobayashi was appointed as President, Operations & Technology. These changes reflect a restructuring of the senior leadership team.

The new employment agreements include base salaries and significant restricted stock awards designed to incentivize long-term performance. Michael Hartshorn will receive a $1.1 million base salary and a $3 million stock award, Travis Marquette a $675,000 salary and a $1.2 million stock award, and Michael Kobayashi a $1 million salary and a $1.5 million stock award. Vesting schedules for the stock awards vary by executive.

The new employment agreements for Michael Hartshorn, Travis Marquette, and Michael Kobayashi have an initial term through March 31, 2024, subject to renewal by mutual agreement.

Michael Hartshorn will continue to report to the CEO, Barbara Rentler. Messrs. Kobayashi and Marquette will report to the newly appointed Group President and COO, Michael Hartshorn.