Business Context and Reporting Period
This Form 8-K Current Report was filed by Tapestry, Inc. on July 10, 2018. The report discloses a corporate governance event involving the expansion of the Board of Directors and the appointment of a new director.
Key Financial Metrics
The filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on director compensation arrangements.
Material Changes
- Board Expansion: The Board of Directors increased its size to 11 members.
- New Appointment: Darrell Cavens was elected as a director, effective July 10, 2018.
- Compensation Structure:
- Annual Cash Retainer: $90,000.
- Annual Equity Grant: Fair market value of $150,000 (50% stock options, 50% restricted stock units), vesting in full one year from the grant date.
- Initial Equity Grant: Fair market value of $150,000 granted on July 10, 2018 (50% stock options, 50% restricted stock units), vesting on the one-year anniversary.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, outlook, management commentary on operations, or specific risk factors. It states there are no undisclosed arrangements regarding Mr. Cavens' selection and no transactions requiring disclosure under Item 404(a) of Regulation S-K.
Key Facts for Investor Verification
- Verify the total number of Board members is now 11.
- Confirm the vesting schedule for Mr. Cavens' equity awards (100% vesting after one year).
- Note that the initial equity grant of $150,000 was issued immediately upon appointment.
- Review the attached Press Release (Exhibit 99.1) for additional context on the appointment.