UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): March 25,
2007
THE
CHILDREN’S PLACE RETAIL STORES, INC.
(Exact
name of registrant as specified in charter)
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Delaware
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0-23071
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31-1241495
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(State
or Other Jurisdiction
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(Commission
File
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(IRS
Employer
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of
Incorporation)
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Number)
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Identification
No.)
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915
Secaucus Road, Secaucus, New Jersey, 07094
(Address
of Principal Executive Offices) (Zip Code)
(201)
558-2400
(Registrant’s
telephone number, including area code)
Not
applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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Item
5.02
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Departure
of Directors or Certain Officers; Election of Directors; Appointment
of
Certain Officers; Compensatory Arrangements of Certain
Officers
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(e)
On
March
25, 2007, the Compensation Committee (the “Compensation Committee”) of the Board
of Directors of The Children’s Place Retail Stores, Inc. (the “Company”)
approved the payment of a discretionary cash bonus of $108,054 to Neal Goldberg,
President of the Company, who was identified as a “Named Executive Officer” in
the Company’s 2006 Proxy Statement (a “Named Executive Officer”). This
discretionary bonus was awarded to Mr. Goldberg in addition to the cash bonus
earned by Mr. Goldberg for fiscal 2006 pursuant to the Company’s Annual
Management Incentive Bonus Plan (the “Incentive Bonus Plan”), which was approved
by the Company’s stockholders at the Company’s 2006 Annual Meeting.
All
Company executives participating in the Incentive Bonus Plan, including all
of
the other current executives who were Named Executive Officers, were awarded
2006 bonuses under the Incentive Bonus Plan. In addition to Mr. Goldberg,
certain other executives of the Company also were awarded discretionary bonuses
for fiscal 2006. However, no such discretionary bonus for 2006 was awarded
to
any “Named Executive Officer”, other than Mr. Goldberg.
The
Company provides an annual cash bonus incentive opportunity to its executives
through the Incentive Bonus Plan and, in appropriate cases, through additional
discretionary bonuses. For fiscal 2006, the Compensation Committee had
previously selected earnings per share as the appropriate performance metric
for
participants in the Incentive Bonus Plan.
At
its
meeting on March 25, 2007, the Compensation Committee noted that the Company’s
earnings per share for fiscal 2006 were adversely affected by charges relating
to the Company’s previously disclosed financial restatement and the
out-of-pocket costs attributable to the investigation of the Company’s
historical stock option granting practices that was conducted on behalf of
the
Company’s Audit Committee and the Special Committee of the Company’s Board of
Directors, and that in the absence of these charges and costs, the target goal
achieved under the Incentive Bonus Plan would have been higher. Accordingly,
the
Compensation Committee elected to award additional discretionary bonuses for
fiscal 2006 to certain executives of the Company, including Mr.
Goldberg.
On
March
20, 2007, the Compensation Committee selected earnings per share as the
appropriate performance metric for fiscal 2007 participants in the Incentive
Bonus Plan. If the Company achieves the target goal for corporate and divisional
earnings per share during fiscal 2007, all participants will be entitled to
receive 100% of their respective targeted bonus amounts determined based on
earnings per share. The bonus amounts payable under the Incentive Bonus Plan
will be greater than 100% of the targeted bonus amounts to the extent the
Company’s corporate and divisional per share earnings are greater than the
target goal set by the Compensation Committee, and the bonus amounts will be
less than 100% of the targeted bonus amounts to the extent the Company’s
corporate and divisional per share earnings are less than the target goal.
For
fiscal 2007, the Compensation Committee determined that the range of possible
bonuses under the Incentive Bonus Plan will be between zero and two times the
respective targeted bonus amounts of each executive participating in the
Incentive Bonus Plan.
In
addition, on March 25, 2006, the Compensation Committee approved an increase
for
fiscal 2007 in the targeted bonus amount for which the Company's Chief Executive
Officer, Ezra Dabah, would be eligible under the Incentive Bonus Plan. For
fiscal 2006, Mr. Dabah's targeted bonus amount was equal to 100% of his annual
base salary for 2006. For fiscal 2007, Mr. Dabah's targeted bonus amount will
be
137% of his annual base salary for 2007.
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Item
9.01.
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Financial
Statements and Exhibits.
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None
[SIGNATURE
BLOCK FOLLOWS]
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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THE
CHILDREN’S
PLACE RETAIL STORES, INC. |
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By: |
/S/
SUSAN RILEY |
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Name:
Susan Riley |
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Title:
Executive Vice President, Finance and
Administration |
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Dated:
March 29, 2007