BARNES Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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BARNES Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 15, 2017, the Board of Directors of Barnes & Noble, Inc. (the “Company”) approved the termination of the Barnes & Noble, Inc. Executive Deferred Compensation Plan (the “Plan”) and the Barnes & Noble, Inc. Trust Under Executive Deferred Compensation Plan (the “Trust”). The Plan was established in 2003 and permitted the deferral of the issuance of shares of Company Common Stock in connection with the exercise of Company stock options. Since 2004, no deferrals have been made under the Plan. All shares of Company Common Stock deferred under the Plan have always been fully vested.
In connection with the Compensation Committee of the Board of Directors’ review of the Company’s compensation and benefit programs, the Compensation Committee determined that it was prudent for the Plan to be terminated because no additional amounts had been deferred under the Plan in over 10 years and because it was unlikely that any additional deferrals would be made under the Plan in the future due to tax law changes subsequent to the Plan’s adoption. As part of the termination of the Plan, all amounts deferred under the Plan will be distributed in calendar year 2017, which will result in a distribution to Leonard Riggio, the Company’s Executive Chairman and Chief Executive Officer. The distribution will include all shares of Company Common Stock held within the Trust along with other consideration held within the Trust.


About BARNES & NOBLE, INC. (NYSE:BKS)

Barnes & Noble, Inc. is a bookseller. The Company is a content and commerce company, which provides access to trade books and other content across its multi-channel distribution platform. It operates in two segments: Barnes & Noble Retail (B&N Retail) and NOOK. The Company is engaged in the sale of trade books (generally hardcover and paperback consumer titles), mass market paperbacks (such as mystery, romance, science fiction and other fiction), children’s books, eBooks and other digital content, textbooks and course-related materials, NOOK and related accessories, bargain books, magazines, gifts, cafe products and services, educational toys and games, music and movies direct to customers through its bookstores or on www.barnesandnoble.com. The Company also offers a textbook rental option to its customers through barnesandnoble.com. The Company offers its customers a suite of textbook options-new, used, digital and rental.

BARNES & NOBLE, INC. (NYSE:BKS) Recent Trading Information

BARNES & NOBLE, INC. (NYSE:BKS) closed its last trading session down -0.05 at 8.60 with 504,076 shares trading hands.