Dillard's,
Inc.
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||
(Exact
Name of Registrant as Specified in its Charter)
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||
Delaware
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||
(State
or Other Jurisdiction of Incorporation)
|
1-6140
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71-0388071
|
|
(Commission
File Number)
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(I.R.S.
Employer Identification No.)
|
|
1600
Cantrell Road
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||
Little
Rock, Arkansas
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72201
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|
(Address
of Principal Executive Offices)
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(Zip
Code)
|
(501)
376-5200
|
(Registrant's
Telephone Number, Including Area Code)
|
(Former
Name of Former Address, if Changed Since Last
Report)
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
|
(e)
|
On
November 17, 2007, the
Board of Directors of Dillard's, Inc. (the "Company") approved
an
amendment to the Dillard's, Inc. Corporate Officers Nonqualified
Pension
Plan (the "Plan"). The Plan provides an annual award at
retirement based upon the level of each participant's salary and
bonus
during his or her tenure as well as the total years of service
provided to
the Company. Specifically, the award is calculated by multiplying
each
officer’s years of service by 1.5% and multiplying the result by the
average of the highest three years of each officer’s “pension earnings”.
Pension earnings are defined as total salary plus total bonus minus
the
maximum wage base for FICA withholding in that
year.
|
Name
and Principal
Position
|
Lump
Sum Payment upon Change in Control
|
||||
|
|||||
William
Dillard, II
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$ |
18,938,700
|
|||
Chief
Executive Officer
|
|||||
Alex
Dillard
|
$ |
16,782,010
|
|||
President
|
|||||
Mike
Dillard
|
$ |
9,912,203
|
|||
Executive
Vice President
|
|||||
Drue
Corbusier
|
$ |
10,041,210
|
|||
Executive
Vice President
|
|||||
James
I. Freeman
|
|||||
Senior
Vice
|
$ |
4,493,640
|
|||
President
and Chief Financial Officer
|
|||||
(a)
|
On
November 17, 2007, the Board of Directors of the Company amended
Section 1 of Article VI of the By-Laws of the Company (the
“By-Laws”), effective immediately, to authorize the issuance of
uncertificated shares. The Company approved this amendment in
connection with its compliance with the provisions of Section 501.00
of
the New York Stock Exchange Listed Company Manual requiring that
securities listed on the exchange be eligible for a direct registration
system no later than January 1,
2008.
|
Exhibit
Number
|
Exhibit
Description
|
|
3.1
|
Amendment
to By-laws of Dillard's, Inc.
|
|
10.1
|
Amended
and Restated Corporate Officers Nonqualified Pension
Plan
|
DILLARDS,
INC.
|
|||||
DATED:
|
November
21, 2007
|
By:
|
/s/
James I. Freeman
|
||
James
I. Freeman
|
|||||
Title:
|
Senior
Vice President &
|
||||
Chief
Financial Officer
|
Exhibit
Number
|
Exhibit
Description
|
|
Amendment
to By-laws of Dillard's, Inc.
|
|
Amended
and Restated Corporate Officers Nonqualified Pension
Plan
|