Business Context and Reporting Period
This Form 8-K Current Report was filed by Capri Holdings Limited on November 13, 2019. The registrant is incorporated in the British Virgin Islands with principal executive offices in London, United Kingdom. The report primarily addresses corporate governance and employee compensation matters rather than operational or financial performance updates.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report does not contain financial statements or performance metrics.
Material Changes
There are no material changes to financial performance or operations reported in this filing. The significant event reported is the adoption of a new employee benefit plan.
Management Commentary and Unusual Items
On November 13, 2019, the Board of Directors adopted the Capri Holdings Limited Deferred Compensation Plan. Key features of the Plan include:
- Eligibility: A select group of management or highly compensated employees.
- Deferral Limits: Employees may defer up to 75% of base salary and up to 100% of bonuses.
- Vesting: Cash compensation deferrals are 100% vested immediately; vesting awards follow underlying award provisions.
- Company Contributions: The Company may make discretionary contributions at its sole discretion.
- Distribution: Payments may be made as a lump sum or annual installments upon a fixed date or separation from service.
- Acceleration: Payments may be accelerated in cases of death, unforeseeable emergency, or at the Compensation Committee's election.
- Trust Structure: A trust has been established to assist with obligations, though participants do not have an ownership interest in trust assets.
The Plan is intended to comply with Section 409A of the Internal Revenue Code.
Investor Verification Checklist
- Review the full text of the Capri Holdings Limited Deferred Compensation Plan filed as Exhibit 10.1.
- Verify the specific vesting schedules for any discretionary company contributions.
- Confirm the list of eligible employees under the "select group" definition.
- Monitor future filings for any amendments or terminations of the Plan.