On June 9, 2020, the Company appointed Steven Swank to the position of Chief Financial Officer of the Company; Mr. Swank expects to join the Company on July 6, 2020. Mr. Swank, 48, brings over 25 years of finance and accounting experience to the Company. Since October 2019, he has held the position of Vice President, CFO and Treasurer of Sears Hometown Stores, Inc., a privately held retailer. He served as Divisional Vice President, Finance of Sears Hometown and Outlet Stores, Inc. from October 2012 until October 2019. Prior to that, he served at Sears Holdings Corporation as Business Unit CFO of Sears Outlet Stores from July 2011 until October 2012 and Divisional Vice President of Off-Mall Finance June 2009 until July 2011; and at Fossil Group, Inc. as Director, Financial Planning and Analysis from May 2007 through June 2009. He holds a BBA in corporate finance from the University of North Texas and is a Certified Treasury Professional.

Mr. Swank will receive an initial annual base salary of $250,000, increasing to $275,000 on the earlier of January 1, 2021 or the date on which the Company’s Executive Leadership Team are restored to full pay from current COVID-19-related reductions. He is eligible to receive an annual bonus under the Company’s executive bonus plan, with a target bonus of 30% percent of this base salary (dependent on Company and individual performance). On the first day of his employment, Mr. Swank will receive grant of restricted stock units with a grant-date value of $30,000 that will vest on the first anniversary of such grant, subject to his continued employment with the Company on that date. He will be eligible to receive future equity grants under the Company’s 2013 Restricted Stock Plan, with a target annual grant value of 30% of his base salary (dependent on Company and individual performance).

Mr. Swank will also receive: (1) a one-time cash payment of $25,000 within 60 days of his start date, to cover costs and expenses of his relocation from Illinois to Texas and (2) a one-time cash payment of $2,200 to cover continuation of his health insurance costs from his prior employer until he becomes eligible for the Company’s plans; the relocation expense payment must be reimbursed to the Company in the event Mr. Swank is terminated by the Company for “cause” (as defined below) or resigns without “good reason” (as defined below) on or before the first anniversary of his start date.

If Mr. Swank’s employment is terminated by the Company without “cause” or he resigns his position for “good reason” on or before the first anniversary of his start date, the Company will pay Mr. Swank salary continuation and continued participation in the Company’s health and welfare benefit programs for six months after his departure. For purposes of Mr. Swank’s employment terms, (1) “cause” means that he is terminated for: acts of fraud, dishonesty or criminal conduct; gross negligence, insubordination or willful refusal or to perform his duties; or unsatisfactory job performance that continues even after a warning from his immediate supervisor; and (2) “good reason” would mean without his consent: (i) a material diminution in his duties, authority, or responsibilities or a material breach of this Agreement by the Company; or (ii) requiring him to relocate his principal place of employment to a location that is more than fifty (50) miles from the current location of the Company’s principal office in Fort Worth.

There are no other arrangements or understandings between Mr. Swank and any other persons to which he was named Chief Financial Officer of the Company. Mr. Swank does not have any family relationships with any of the Company’s directors or executive officers or any persons nominated or chosen by the Company to be a director or executive officer. Mr. Swank does not have any direct or indirect material interest in any transaction or proposed transaction required to be reported under item 404(a) of Regulation S-K.

Michael Galvan, who has served as Interim Chief Financial Officer of the Company since May 4, 2020, will continue in this role until Mr. Swank joins the Company and is expected to remain with the Company until the completion of the Company’s ongoing financial restatement.

(d) Exhibits

TANDY LEATHER FACTORY INC Exhibit
EX-99.1 2 ex99_1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE June 15,…
To view the full exhibit click here

About Tandy Leather Factory, Inc. (NASDAQ:TLF)

Tandy Leather Factory, Inc. is a retailer and a wholesale distributor of a range of leather and related products. The Company’s products include leather, leatherworking tools, buckles and adornments for belts, leather dyes and finishes, saddle and tack hardware, and do-it-yourself kits. The Company also manufactures leather lacing and some of its do-it-yourself kits. The Company operates through three segments: Wholesale Leathercraft, Retail Leathercraft and International Leathercraft. The Wholesale Leathercraft segment consists of a chain of wholesale stores operating under the name, The Leather Factory, located in North America. The Retail Leathercraft segment consists of a chain of retail stores operating under the name, Tandy Leather Company, located in North America. The International Leathercraft segment sells to both wholesale and retail customers. The Company has approximately four stores, two located in the United Kingdom, one located in Australia and one located in Spain.