Starbucks Corporation (NASDAQ:SBUX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 of the Original Report in its entirety solely to add a new third paragraph. No other changes were made to the Original Report. Reference to the Exhibit 10.1 in this Amendment is reference to Exhibit 10.1 filed with the Original Report.
|Item 5.02||Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.|
On September6, 2017, Starbucks Corporation (the “Company” or “Starbucks”) announced the appointment of Rosalind Brewer as group president, chief operating officer. She is expected to start in her new role effective October2, 2017. Ms.Brewer ceased membership on all Starbucks board committees prior to her appointment as group president, chief operating officer. She will continue to serve on the Starbucks board of directors, which she joined in March 2017.
Ms.Brewer, 55, currently a non-employee director of the Company, served as President and Chief Executive Officer of Sam’s Club, a membership-only retail warehouse club and a division of Walmart, from February 2012 to February 2017. Previously, Ms.Brewer was Executive Vice President and President of Walmart’s East Business Unit from February 2011 to January 2012; Executive Vice President and President of Walmart South from February 2010 to February 2011; Senior Vice President and Division President of the Southeast Operating Division from March 2007 to January 2010; and Regional General Manager, Georgia Operations, from 2006 to February 2007. Prior to joining Walmart, Ms.Brewer was President of Global Nonwovens Division for Kimberly-Clark Corporation, a global health and hygiene products company, from 2004 to 2006 and held various management positions at Kimberly-Clark Corporation from 1984 to 2006. She serves on the Board of Directors for Lockheed Martin Corporation and is Chair of the Board of Trustees for Spelman College. Ms.Brewer formerly served as a director of Molson Coors Brewing Company.
As group president, chief operating officer, Ms.Brewer will lead the Company’s operating businesses across the Americas (Canada, U.S. and Latin America), as well as the global functions of supply chain, product innovation, and store development. Concurrently with her appointment, John Culver, currently the Company’s group president, Global Retail, will become group president, International and Channels, and lead the Company’s businesses in EMEA, China Asia-Pacific, and Channel Development.
In connection with Ms.Brewer’s appointment, the Compensation and Management Development Committee of the board of directors of the Company approved an annualized base salary of $1,000,000, an annual bonus target under the Company’s Executive Management Bonus Plan of 150% of base salary, a new hire equity award of $7,000,000 and a new hire cash award of $1,000,000. The equity award will consist of approximately 40% stock options and 60% time-vesting restricted stock units (“RSUs”). One-third of the stock options and RSUs will vest on each anniversary of the grant date over a period of three years, subject to continued employment. One-third of the new hire cash award will be paid 30 days after Ms.Brewer’s start date in her new role, one-third will be paid after twelve months of employment, and one-third will be paid after 24 months of employment, subject to continued employment. The foregoing description is qualified in its entirety by reference to Ms.Brewer’s Offer Letter dated August23, 2017 which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
There is no arrangement or understanding between Ms.Brewer and any other person to which Ms.Brewer was selected as an officer or director. There are no family relationships among any of our directors or executive officers. Ms.Brewer has not had an interest in any transaction since the beginning of the Company’s last fiscal year, or any currently proposed transaction, that requires disclosure to Item404(a) of Regulation S-K.
About Starbucks Corporation (NASDAQ:SBUX)
Starbucks Corporation (Starbucks) is a roaster, marketer and retailer of coffee. As of October 2, 2016, the Company operated in 75 countries. The Company operates through four segments: Americas, which is inclusive of the United States, Canada, and Latin America; China/Asia Pacific (CAP); Europe, Middle East, and Africa (EMEA), and Channel Development. The Company’s Americas, CAP, and EMEA segments include both company-operated and licensed stores. Its Channel Development segment includes roasted whole bean and ground coffees, Tazo teas, Starbucks- and Tazo-branded single-serve products, a range of ready-to-drink beverages, such as Frappuccino, Starbucks Doubleshot and Starbucks Refreshers beverages and other branded products sold across the world through channels, such as grocery stores, warehouse clubs, specialty retailers, convenience stores and the United States foodservice accounts.