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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): November 7, 2008 (November 6, 2008)
Crown Crafts, Inc.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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1-7604
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58-0678148 |
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(State or Other
Jurisdiction of
Incorporation)
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(Commission File Number)
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(IRS Employer
Identification
No.) |
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| 916 South Burnside Avenue, Gonzales, LA
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70737 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
| Registrant’s telephone number,
including area code: (225) 647-9100
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(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 (see General
Instruction A.2. below):
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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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TABLE OF CONTENTS
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| Item 1.01. |
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Entry into a Material Definitive Agreement. |
The information set forth in Item 5.02 is incorporated herein by this reference.
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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 Arrangement of Certain Officers. |
On November 6, 2008, Crown Crafts, Inc. (the “Company”) entered into amendments to the
employment agreements with each of E. Randall Chestnut, President and Chief Executive Officer of
the Company, Amy Vidrine Samson, Vice President and Chief Accounting Officer of the Company, and
Nanci Freeman, President and Chief Executive Officer of Crown Crafts Infant Products, Inc., a
wholly-owned subsidiary of the Company, as well an amendment to the severance protection agreement
between the Company and Mr. Chestnut. The purpose of such amendments was to bring the agreements
into compliance with the requirements of Section 409A of the Internal Revenue Code of 1986, as
amended, and the Treasury regulations and Internal Revenue Service guidance thereunder. The
amendments generally affect the timing, but not the amount, of compensation and other benefits that
may be received by the executive officers thereunder and implement related technical changes. In
addition, the employment agreement amendments also revise the description of the Company’s business
for purposes of the agreements’ noncompetition provisions to reflect the Company’s current
operations with respect to infant and toddler products.
The foregoing amendments are filed as exhibits hereto, and the description contained herein of
such amendments is qualified in its entirety by reference to the terms of such documents.
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| Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits.
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10.1 |
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First Amendment to Employment Agreement dated November 6, 2008 by and
between the Company and E. Randall Chestnut |
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10.2 |
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First Amendment to Amended and Restated Severance Protection
Agreement dated November 6, 2008 by and between the Company and E.
Randall Chestnut |
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10.3 |
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First Amendment to Amended and Restated Employment Agreement dated
November 6, 2008 by and between the Company and Amy Vidrine Samson |
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10.4 |
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First Amendment to Amended and Restated Employment Agreement dated
November 6, 2008 by and between the Company and Nanci Freeman |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company
has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
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CROWN CRAFTS, INC.
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By: |
/s/ E. Randall Chestnut
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E. Randall Chestnut, |
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| Dated: November 7, 2008 |
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President and Chief Executive Officer |
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EXHIBIT INDEX
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| Exhibit No. |
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Exhibit |
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10.1 |
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First Amendment to Employment Agreement dated November 6, 2008
by and between the Company and E. Randall Chestnut |
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10.2 |
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First Amendment to Amended and Restated Severance Protection
Agreement dated November 6, 2008 by and between the Company
and E. Randall Chestnut |
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10.3 |
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First Amendment to Amended and Restated Employment Agreement
dated November 6, 2008 by and between the Company and Amy
Vidrine Samson |
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10.4 |
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First Amendment to Amended and Restated Employment Agreement
dated November 6, 2008 by and between the Company and Nanci
Freeman |