TFOC 8-K
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):
September
29, 2006
Tanger
Factory Outlet Centers, Inc.
Tanger
Properties Limited Partnership
(Exact
Name of Registrant as Specified in Charter)
North
Carolina
North
Carolina
(State
or Other Jurisdiction
of
Incorporation)
|
1-11986
33-99736-01
(Commission
File
Number)
|
56-1815473
56-1822494
(IRS
Employer
Identification
No.)
|
3200
Northline Avenue, Suite 360 Greensboro, NC 27408
(Address
of Principal Executive Offices, including Zip
Code)
|
Registrant's
telephone number, including area code: (336)
292-3010
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:
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange
[
]
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.
Mr.
Willard A. Chafin (age 68), Executive Vice President of Leasing, Operations
and
Marketing of Tanger Factory Outlet Centers, Inc., or the Company, announced
that
he will retire effective November 3, 2006. Mr. Chafin has been employed with
the
Company for over 16 years. He has served in various executive positions since
joining the Company in April 1990 and has provided invaluable leadership in
the
areas of leasing, marketing, operations, asset management and site selection.
In
consideration of Mr. Chafin’s retirement, the Share and Unit Option Committee of
the Company’s Board of Directors approved on September 26, 2006, the vesting of
Mr. Chafin’s remaining unvested options to acquire 7,500 units in Tanger
Properties Limited Partnership, or the Operating Partnership, (which are
exchangeable into 15,000 of the Company’s common shares), upon the execution of
a written agreement outlining the terms of Mr. Chafin’s resignation acceptable
to management (the “Retirement Agreement”). The Retirement Agreement was
executed by Mr. Chafin and the Company on September 29, 2006. As a result of
the
accelerated vesting of Mr. Chafin’s options, the Company and the Operating
Partnership will recognize approximately $240,000 as additional compensation
expense under Statement of Financial Accounting Standards No. 123 (revised
2004)
during the third quarter of 2006.
The
Retirement Agreement stipulates that Mr. Chafin’s unvested options shall become
exercisable on September 29, 2006. However, Mr. Chafin will not be entitled
to
any compensation upon his death or disability or upon the termination of his
employment, as provided under Mr. Chafin’s existing employment agreement, and
his unvested restricted shares will be forfeited. Mr. Chafin will receive no
other compensation upon his termination other than his base salary and unused
vacation time accrued up to and through his termination date.
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Date:
September 29, 2006
|
TANGER
FACTORY OUTLET CENTERS, INC.
(Registrant)
|
By:
|
/s/
Stanley K. Tanger
|
|
Stanley
K. Tanger
Chairman
of the Board of Directors and Chief Executive
Officer
|
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Date:
September 29, 2006
|
TANGER
PROPERTIES LIMITED PARTNERSHIP
(Registrant)
|
By:
|
/s/
Stanley K. Tanger
|
|
Stanley
K. Tanger
Chief
Executive Officer of Tanger GP Trust, Sole General Partner of the
Registrant
|