Form 8-K

 

 

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 23, 2010

 

 

SEARS HOLDINGS CORPORATION

(Exact name of registrant as specified in charter)

 

 

 

Delaware   000-51217
   20-1920798
(State or Other Jurisdiction
of Incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 

3333 Beverly Road

Hoffman Estates, Illinois

   60179
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (847) 286-2500

 

(Former name or former address, if changed since last report): Not Applicable

 

 

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))

 

 

 

Section 2 -    Financial Information

 

Item 2.02. Results of Operations and Financial Condition.

On February 23, 2010, the Registrant issued a press release regarding its fourth quarter and full year 2009 results. The press release is attached hereto as Exhibit 99.1.

 

Section 7 -    Regulation FD

 

Item 7.01 Regulation FD Disclosure.

On February 23, 2010, the Chairman of the Registrant issued a letter to shareholders. The letter will be available on the Registrant’s website, www.searsholdings.com, and is attached hereto as Exhibit 99.2.

 

Section 9 -    Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 – Press release dated February 23, 2010, furnished pursuant to Item 2.02.

Exhibit 99.2 – Letter from the Chairman dated February 23, 2010, furnished pursuant to Item 7.01.

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 thereunto duly authorized.

 

    SEARS HOLDINGS CORPORATION
    By:  

/S/    WILLIAM K. PHELAN        

      William K. Phelan
      Senior Vice President and Controller
Date: February 23, 2010      

Exhibit Index

 

99.1    Press release dated February 23, 2010.
99.2    Letter from the Chairman dated February 23, 2010.