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) April 10,
2006 (April 11, 2006)
DSW
Inc.
(Exact name of registrant as specified in its charter)
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Ohio |
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001-32545 |
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31-0746639 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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( IRS Employer
Identification No.) |
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4150 E. Fifth Avenue, Columbus, Ohio
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43219 |
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(Address of principal executive offices)
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(Zip Code) |
(Registrants telephone number, including area code)
(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 (see General
Instruction A.2. below):
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On April 10, 2006, the Compensation Committee of the Board of Directors certified the
achievement of certain performance targets and determined to pay incentive bonuses to each of Ms.
Ferree and Messrs. Horvath, Probst and Ungless. In addition, in light of the Companys performance
in fiscal 2005 and the individual performances of each of Ms. Ferree and Messrs. Horvath, Probst
and Ungless, the Compensation Committee of the Board of Directors determined to pay a discretionary
bonus to each of them. The Compensation Committee also revised the base salary of each of Ms. Ferree
and Messrs. Schottenstein, Horvath, Probst and Ungless. The table below shows the amount of
incentive bonus, discretionary bonus, and new base pay for each of
Ms. Ferree and Messrs. Schottenstein, Horvath,
Probst and Ungless.
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Incentive |
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Officer |
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Compensation |
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Discretionary Bonus |
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Base Salary |
Jay L. Schottenstein,
Chairman and Chief
Executive Officer |
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$ |
500,000 |
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Deborah Ferree, Vice
Chairman and Chief
Merchandising Officer |
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$ |
637,006 |
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$ |
275,571 |
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$ |
750,000 |
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Peter Horvath, President |
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$ |
455,004 |
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$ |
196,836 |
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$ |
550,000 |
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Douglas Probst,
Executive Vice
President, Chief
Financial Officer and
Treasurer |
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$ |
226,515 |
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$ |
97,997 |
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$ |
375,000 |
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Derek Ungless,
Executive Vice
President and Chief
Marketing Officer |
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$ |
103,033 |
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$ |
44,577 |
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$ |
385,000 |
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Additionally, on April 10, 2006, the Board of Directors promoted Douglas J. Probst to the
position of Executive Vice President, Chief Financial Officer, and Treasurer. Mr. Probst
previously served as Senior Vice President, Chief Financial Officer, and Treasurer.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On April 11, 2006, the Company issued a press release regarding its consolidated financial
results for the fourth quarter and year-ended January 28, 2006. A copy of the press release
announcing these financial results for the quarter and year-ended January 28, 2006 is attached as
Exhibit 99.1 hereto and incorporated by reference herein.
Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information in this
Item 2.02 is being furnished and shall not be deemed to be filed for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that
section. Furthermore, the information in this Item 2.02 shall not be deemed to be incorporated by
reference into the filings of the Company under the Securities Act of 1933, as amended.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
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Exhibit Number |
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Description |
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99.1 |
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Press Release dated April 11, 2006 |