Differential Brands Group Inc. (NASDAQ:DFBG) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Differential Brands Group Inc. (NASDAQ:DFBG) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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

(e)

As previously disclosed by Differential Brands Group Inc.
(formerly, Joes Jeans Inc.) (the Company) in a Current Report on
Form 8-K filed with the Securities and Exchange Commission on
September 9, 2015, on September 8, 2015, the Company entered into
a new three-year Employment Agreement with Mr. Kim (the
Employment Agreement), to serve as the Chief Executive Officer of
Hudson Clothing, LLC, a California limited liability company
(Hudson) that became effective on January 28, 2016.On June 16,
2017, the Company entered into a First Amendment to the
Employment Agreement (the First Amendment) to provide for, among
other things, (i) a new term of three years from June 16, 2017,
(ii) a change in Mr. Kims title to Founder and Vice Chairman,
(iii) a change to his annual bonus opportunity, (iv) a
modification of his severance arrangement, and (v) a change to
the definition of Restricted Business as set forth in his
Employment Agreement and Non-Competition Agreement, as entered
into at the same time as his Employment Agreement.

The foregoing descriptions of the First Amendment, Employment
Agreement and the Non-Competition Agreement, do not purport to be
complete and are qualified in their entirety by the full text of
the First Amendment, which is attached hereto as Exhibit 10.1,
the Employment Agreement, which is attached hereto as Exhibit
10.2, and the Non-Competition Agreement, which is attached hereto
as Exhibit 10.3, each of which is incorporated herein by
reference.

10.1

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.

10.1

First Amendment, dated as of June 16, 2017, by and among
Differential Brands Group Inc., Hudson Clothing Holdings,
Inc., HC Acquisition Holdings, Inc., Hudson Clothing, LLC
and Peter Kim (filed herewith).

10.2

Employment Agreement, dated as of September 8, 2015, by
and among Joes Jeans Inc., Hudson Clothing Holdings,
Inc., HC Acquisition Holdings, Inc., Hudson Clothing, LLC
and Peter Kim (incorporated by reference to Exhibit10.4
to the Current Report on Form8K filed on September9,
2015).

10.3

Non-Competition Agreement, dated as of September 8, 2015,
by and among Joes Jeans Inc., Hudson Clothing Holdings,
Inc. and Peter Kim (incorporated by reference to
Exhibit10.5 to the Current Report on Form8K filed on
September9, 2015).

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Differential Brands Group Inc. Exhibit
EX-10.1 2 ex-10d1.htm EX-10.1 dfbg_Current_Folio_8K_Ex_10_1 Exhibit 10.1 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT This First Amendment (this “Amendment”) to the Employment Agreement dated as of September 8,…
To view the full exhibit click here
About Differential Brands Group Inc. (NASDAQ:DFBG)

Differential Brands Group Inc., formerly Joe’s Jeans Inc., is engaged in the design, development and marketing of apparel products, which include denim jeans, related casual wear and accessories. The Company offers its products under various brands, such as Hudson, Robert Graham and SWIMS. Its segments are Wholesale and Retail. Its Wholesale segment consists of sales of Hudson products to retailers, specialty stores and international distributors. Its Retail segment consists of sales of its products to consumers through its retail Internet sites for Hudson products. The Hudson product line includes women’s, men’s and children’s denim jeans, pants and other bottoms. The Robert Graham product line includes men’s sport shirts, pants, sweaters, knits, t-shirts, sportcoats, outerwear and swimwear. Through SWIMS brand, it distributes a range of footwear, swimwear, outerwear, ready-to-wear and accessories across the world through department stores, independent specialty and luxury resorts.

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