VITAMIN SHOPPE, INC. (NYSE:VSI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Appointment of Mr.Tracy Dolgin and Mr.AlexanderW. Smith as
On April4, 2017, the Board of Directors of Vitamin Shoppe, Inc.
(the Company) voted to expand the size of the Board to twelve
directors and appointed Mr.Tracy Dolgin and Mr.AlexanderW. Smith
as directors effective as of April4, 2017, and also nominated
Mr.Dolgin and Mr.Smith to stand for election as part of the
Companys slate of director nominees at the Companys 2017 annual
meeting of stockholders, which is scheduled for June7, 2017 (the
2017 Annual Meeting), in each case to the previously announced
Agreement, dated as of February21, 2017, among the Company and
Carlson Capital, L.P. and certain of its affiliates.
Mr.Dolgin and Mr.Smith will be compensated for their Board
service in accordance with the director compensation plan and
stock ownership guidelines previously approved by the Board for
There are no related party transactions between the Company and
Mr.Dolgin or Mr.Smith that would require disclosure under
Item404(a) of Regulation S-K.
Based on the director independence listing standards of the New
York Stock Exchange and the Companys Corporate Governance
Guidelines, the Nomination and Governance Committee and the Board
affirmatively determined that Mr.Dolgin and Mr.Smith are
Ms.CatherineE. Buggeln and Mr.RichardL. Markee will not stand
for re-election in the 2017 Annual Meeting
On April4, 2017, Mr.RichardL. Markee, a member of the Companys
board of directors since September 2007, notified the Company
that he will not stand for re-election when his term expires at
the 2017 Annual Meeting. Mr.Markees decision not to stand for
re-election is not due to any disagreement with the Company on
any of the Companys operations, policies or practices.
On April4, 2017, Ms.Catherine Buggeln, a member of the Companys
board of directors since November 2009, notified the Company that
she will not stand for re-election when her term expires at the
Companys 2017 Annual Meeting. Ms.Buggelns decision not to stand
for re-election is not due to any disagreement with the Company
on any of the Companys operations, policies or practices.
|Item7.01.||Regulation FD Disclosure.|
On April6, 2017, the Company issued a press release announcing
the expansion of the size of the Board to twelve directors, the
appointment of Mr.Dolgin and Mr.Smith as a director, and the
nomination of Mr.Dolgin and Mr.Smith to stand for election as
part of the Companys slate of director nominees at the 2017
Annual Meeting. A copy of the press release is being furnished as
Exhibit99.1 hereto and is incorporated herein by reference.
|Item9.01||Financial Statements and Exhibits.|
|99.1||Press Release dated April 6, 2017|
About VITAMIN SHOPPE, INC. (NYSE:VSI)
Vitamin Shoppe, Inc. (VSI) is a multi-channel specialty retailer and contract manufacturer of vitamins, minerals, herbs, specialty supplements, sports nutrition, and other health and wellness products. The Company operates through three segments: retail, which includes Vitamin Shoppe, Super Supplements and Vitapath retail store formats; direct, which sells its products directly to consumers through the Internet, primarily at www.vitaminshoppe.com, and manufacturing, which provides custom manufacturing and private labeling of vitamin, mineral and supplement (VMS) products. The Company markets approximately 800 brands, as well as its own brands. The Company operates approximately 760 stores in over 40 states, the District of Columbia, Puerto Rico and Ontario, Canada, primarily located in retail centers and stand-alone locations. The Company also offers homeopathic remedies and weight management products. VITAMIN SHOPPE, INC. (NYSE:VSI) Recent Trading Information
VITAMIN SHOPPE, INC. (NYSE:VSI) closed its last trading session up +0.20 at 18.95 with 412,061 shares trading hands.