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) February 20, 2006
-----------------
A.C. Moore Arts & Crafts, Inc.
----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Pennsylvania 000-23157 22-3527763
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
130 A.C. Moore Drive, Berlin, NJ 08009
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (856) 768-4930
--------------
Not Applicable
--------------------------------------------------------------------------
(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):
|_| 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On February 20, 2006, the Board of Directors of A.C. Moore Arts &
Crafts, Inc. (the "Company") reaffirmed the current annual salaries of each of
the executive officers who were named in the Summary Compensation Table in the
Company's 2005 proxy statement and who are expected to be named in the Summary
Compensation Table in the Company's 2006 proxy statement as set forth below:
Name and Principal Position Annual Salary
--------------------------- -------------
John E. ("Jack") Parker $ 450,000
Chief Executive Officer
Lawrence H. Fine $ 350,000
President and
Chief Operating Officer
Leslie H. Gordon $ 244,625
Executive Vice President and
Chief Financial Officer
Patricia A. Parker $ 215,000
Executive Vice President,
Merchandising
Jeffrey C. Gerstel $ 215,000
Executive Vice President,
Store Operations
Janet Parker $175,000
Executive Vice President,
Merchandising and Marketing
In addition, on February 20, 2006, the Board of Directors agreed that
the Company's non-employee directors would receive annual compensation for
services in 2006 at the same amounts as 2005, except (i) the chair of the Audit
Committee will receive an additional annual cash retainer of $15,000 (as
compared to $12,500 in 2005) and (ii) Michael J. Joyce will also receive a
$25,000 fee in 2006 for his services as chair of the board committee conducting
a search for the new Chief Executive Officer of the Company.
The Board of Directors also approved the immediate vesting of all of
Eli J. Segal's options to purchase the Company's common stock which were
unvested at the time of Mr. Segal's death as described below in Item 5.02.
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
Eli J. Segal, Lead Director of the Company's Board of Directors, passed
away on February 20, 2006. Mr. Segal joined the Company as a director in August
2002 and became the Company's Lead Director in 2004. Mr. Segal was also
currently a member of the Compensation and Nominating and Corporate Governance
Committees of the Board of Directors. The Company is deeply saddened by the loss
of Eli Segal. His advice and counsel will be missed.
The Board of Directors has not appointed a Lead Director at this time.
Mr. Kaplan, as Chairman of the Board of Directors, will assume the
responsibilities formerly performed by the Lead Director. The Board of Directors
has appointed Lori J. Schafer to the Compensation Committee and William Kaplan
to the Nominating and Corporate Governance Committee, both effective
immediately.
SIGNATURE
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.
A.C. MOORE ARTS & CRAFTS, INC.
Date: February 24, 2006 By: /s/ Leslie H. Gordon
---------------------------------------
Name: Leslie H. Gordon
Title: Executive Vice President and
Chief Financial Officer