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):  May 16, 2014

 

SUPERVALU INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-5418

 

41-0617000

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

7075 Flying Cloud Drive

 

 

Eden Prairie, Minnesota

 

55344

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (952) 828-4000

 

N/A

(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):

 

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 (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(e)                                  On May 16, 2014, SUPERVALU INC. (the “Company”) approved a one-time incentive opportunity for Sam Duncan, the Company’s President and Chief Executive Officer, in the amount of $500,000 in recognition of the significant continued effort, focus and dedication necessary for the successful execution of the Company’s continued turnaround in fiscal 2015.  The award is in the form of cash-settled restricted stock units granted under the Company’s 2012 Stock Plan and will vest in full at the end of fiscal 2015.

 

The form of Restricted Stock Unit Award Agreement relating to this award is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.  The foregoing description of the restricted stock units is qualified in its entirety by reference to the full text of the Agreement.

 

Item 9.01  Financial Statements and Exhibits.

 

(d)  Exhibits.

 

Exhibit
Number

 

Description

10.1

 

SUPERVALU INC. 2012 Stock Plan Form of Restricted Stock Unit Award Agreement (Cash-Settled)*

 


*Indicates management contracts, compensatory plans or arrangements required to be filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K.

 

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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.

 

Dated: May 20, 2014

 

 

 

 

SUPERVALU INC.

 

 

 

By:

/s/ Karla C. Robertson

 

 

 

 

Karla C. Robertson

 

Executive Vice President, General Counsel and

 

Corporate Secretary

 

(Authorized Officer of Registrant)

 

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EXHIBIT INDEX

 

Exhibit
Number

 

Description

10.1

 

SUPERVALU INC. 2012 Stock Plan Form of Restricted Stock Unit Award Agreement (Cash-Settled)*

 


*Indicates management contracts, compensatory plans or arrangements required to be filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K.

 

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