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PEP BOYS MANNY MOE & JACK FILES (8-K) Disclosing Change in Directors or Principal Officers, Financial Statements and Exhibits(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On September 25, 2014, Michael R. Odell, President & Chief Executive Officer of The Pep Boys - Manny, Moe & Jack (the "Company") and a member of the Company's Board of Directors (the "Board"), resigned from his positions with the Company, effective immediately. The Company accepted Mr. Odell's resignation as a termination without cause under his Non-Competition Agreement. Pursuant to the terms of that agreement, in exchange for a severance payment equal to one year's base salary, Mr. Odell has executed a release of any and all claims against the Company and has agreed to hold all Company information confidential and will not solicit the Company's employees for a period of one year. In addition, in exchange for his agreement not to compete with Company for six months, Mr. Odell was given until March 25, 2015 to exercise certain of his vested stock options and provided with medical benefits and outplacement services for the next twelve months. Also on September 25, 2014, the Board appointed John T. Sweetwood, a member of the Board, to serve in an interim basis as the Chief Executive Officer of the Company. During his service as Chief Executive Officer, Mr. Sweetwood will cease to serve as a member of the Audit and Nominating & Governance Committees, but will continue as a member of the Board. In connection with his appointment as interim Chief Executive Officer, Mr. Sweetwood entered into a letter agreement with the Company, which provides for payment to Mr. Sweetwood of a base salary at the rate of $70,000 per month and for reimbursement of Mr. Sweetwood's reasonable, out-of-pocket costs for temporary housing in Philadelphia, use of an automobile and periodic air travel to and from his home in Atlanta, subject to a monthly limit established by the Board. Mr. Sweetwood will not be eligible for director fees or director equity awards during his service as interim Chief Executive Officer. In connection with the foregoing actions, the Board approved the award of retention incentives to each of the Company's senior executives, including the named executive officers, David R. Stern, Christopher J. Adams, Thomas J. Carey and James F. Flanagan, identified in the Company's 2014 Proxy Statement. In each case, the senior executives will be granted restricted stock units with a value equal to 50% of the executive's base salary on the date of grant and generally vesting subject to the executive's continued employment with the Company through December 31, 2015. Item 9.01. Financial Statements and Exhibits (d) The following exhibit is filed with this report: Exhibit No. 10.1 Letter Agreement dated September 25, 2014, between John T. Sweetwood and the Company. -------------------------------------------------------------------------------- |