jwn-03122014x8k
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 7, 2014
NORDSTROM, INC.
(Exact name of registrant as specified in its charter)
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Washington | | 001-15059 | | 91-0515058 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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1617 Sixth Avenue, Seattle, Washington | | 98101 |
(Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code (206) 628-2111
Inapplicable
(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:
___ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
___ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
___ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
___ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01 Other Events
On March 7, 2014, Erik B. Nordstrom, Executive Vice President and President of Stores of Nordstrom, Inc. and Peter E. Nordstrom, Executive Vice President and President of Merchandising of Nordstrom, Inc. each adopted a stock trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. On March 10, 2014, Michael G. Koppel, Executive Vice President and Chief Financial Officer of Nordstrom, Inc. adopted a stock trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. All stock trading plans were adopted in a scheduled open window period under the Company’s insider trading policy. Under Rule 10b5-1, directors, officers and other employees who are not in possession of material non-public information may adopt a pre-arranged plan or contract for the sale of Company securities under specified conditions and at specified times. Using these 10b5-1 plans, individuals can gradually diversify their investment portfolios, spread stock trades out over an extended period of time to reduce market impact and avoid concerns about transactions occurring at a time when they might possess material non-public information.
Erik Nordstrom's 10b5-1 plan provides for the sale of up to 40,984 shares to be acquired through the exercise of stock options which are scheduled to expire in February 2015. Shares may be sold under Erik Nordstrom's plan on the open market at prevailing market prices and subject to minimum price thresholds specified in his plan.
Peter Nordstrom's 10b5-1 plan provides for the sale of up to 40,984 shares to be acquired through the exercise of stock options which are scheduled to expire in February 2015. Shares may be sold under Peter Nordstrom's plan on the open market at prevailing market prices and subject to minimum price thresholds specified in his plan.
Michael Koppel's 10b5-1 plan provides for the sale of up to 37,126 shares to be acquired through the exercise of stock options which are scheduled to expire in February 2015. Shares may be sold under Michael Koppel's plan on the open market at prevailing market prices and subject to minimum price thresholds specified in his plan.
Transactions under the 10b5-1 plan will be reported to the Securities and Exchange Commission in accordance with applicable securities laws, rules and regulations. Nordstrom does not undertake to report Rule 10b5-1 plans that may be adopted by any officers or directors in the future, or to report any modifications or termination of any publicly announced trading plan, except to the extent required by law.
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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NORDSTROM, INC. |
(Registrant) |
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/s/ Robert B. Sari |
Robert B. Sari |
Executive Vice President, |
General Counsel and Corporate Secretary |
Date: March 12, 2014