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: January 27, 2010
(Date
of earliest event reported: January 25, 2010)
______________
HAVERTY
FURNITURE COMPANIES, INC.
(Exact
name of registrant as specified in its charter)
______________
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Maryland
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1-14445
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58-0281900
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(State
or other jurisdiction of incorporation or organization)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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780
Johnson Ferry Road, Suite 800,
Atlanta,
Georgia 30342
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(Address
of principal executive officers) ( Zip Code)
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Telephone
number, including area code: (404)
443-2900
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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):
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
(17CFR240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17CFR240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17CFR240.13e-4(c))
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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 Arrangements of Certain
Officers
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On
January 25, 2009, the Executive Compensation and Employee Benefits Committee
(the “Compensation Committee”) of the Board of Directors of Haverty Furniture
Companies, Inc. (the “Company” or “Havertys”) pursuant to the Company’s 2004
Long Term Incentive Plan authorized the grant of Restricted Stock Units (“RSUs”)
to the Company’s executive officers, including the following individuals who
were listed as Named Executive Officers (“NEOs”) in the Company’s proxy
statement for the year ended December 31, 2008.
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Named
Executive Officer
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Number
of RSUs
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Clarence
H. Smith
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20,000
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Dennis
L. Fink
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12,000
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Steven
G. Burdette
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10,000
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Each RSU is equivalent to one share of common stock upon vesting. The RSUs vest in accordance with the schedule set forth in the notice of grant letter attached hereto as Exhibit 10.1, and incorporated herein by reference.
On
January 25, 2010, the Compensation Committee also approved a new management
incentive plan (the “Plan”) to determine cash incentives for the Company’s
executive officers. Those individuals who are deemed “officers” of
Havertys for purposes of Section 16 of the Securities Exchange Act of 1934, as
amended are eligible to participate in the Plan for 2010. The Plan provides for
cash incentives based primarily on Havertys achieving a threshold dollar amount
of pre-tax earnings on a quarterly and annual basis. The Plan also
provides cash incentives for achieving additional performance criteria or
specific projects or initiatives as established by the Compensation
Committee. Pursuant to the Plan, the NEOs are eligible to receive a
target payout from 40% to 65% of their 2010 annual base salary. If
the threshold dollar amount of annual pre-tax earnings is exceeded by 25% or
50%, the Plan provides for additional payouts of 9% to 15% or 18% to 29% of base
salary, respectively. The Compensation Committee has complete discretion to
modify the target cash incentives, weightings or performance criteria during
2010 or may determine that payment of cash incentives for 2010 will not be made
due to economic issues or other factors.
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Item 9.01
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Financial Statements, Pro Forma Financial Information and Exhibits |
(c) Exhibits
10.1 Form
of Restricted Stock Units Award Notice.
SIGNATURES
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.
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HAVERTY
FURNITURE COMPANIES, INC.
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January
27, 2010
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By:
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Jenny
Hill Parker
Vice
President, Secretary and Treasurer
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