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): April 24, 2006

Foot Locker, Inc.
(Exact Name of Registrant as Specified in its Charter)

 

 

 

New York

1-10299

13-3513936

(State or other Jurisdiction

(Commission File Number)

(I.R.S. Employer

of Incorporation)

 

Identification No.)


 

 

112 West 34th Street, New York, New York

10120

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: 212-720-3700

Former Name/Address
(Former name or former address, if changed from 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 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))



 

 

Item 1.01.

Entry into a Material Definitive Agreement

                    Establishment of Performance Goals. On April 24, 2006, the Compensation and Management Resources Committee of the Board of Directors of Foot Locker, Inc. (the “Company”) established the performance goals for the 2006-2008 Performance Period under the Long-Term Incentive Compensation Plan based on the Company’s three-year average return-on-invested capital.

                    Under the Long-Term Plan, individual target awards are expressed as a percentage of the executive’s annual base salary. The amounts shown in the table below under the column headed Annual Base Salary represent the annual rate of base salary for 2006 for each of the following executive officers included as Named Executive Officers in the Company’s 2006 proxy statement. The amounts shown in the columns headed “Threshold,” “Target,” and “Maximum” represent 22.5 percent, 90 percent and 180 percent, respectively, of the annual base salary rates in the first year of the performance period for each of these executive officers and represent the amount that would be paid to each of them at the end of the performance period if the Company achieves the established goals.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Name

 

Annual Base
Salary

 

Performance
Period

 

Threshold

 

Target

 

Maximum

 


 


 


 


 


 


 

Matthew D. Serra

 

$

1,500,000

 

 

2006-2008

 

$

337,500

 

$

1,350,000

 

$

2,700,000

 

Richard T. Mina

 

 

850,000

 

 

2006-2008

 

 

191,250

 

 

765,000

 

 

1,530,000

 

Gary M. Bahler

 

 

525,000

 

 

2006-2008

 

 

118,125

 

 

472,500

 

 

945,000

 

Jeffrey L. Berk

 

 

473,063

 

 

2006-2008

 

 

106,439

 

 

425,757

 

 

851,513

 

Laurie J. Petrucci

 

 

468,573

 

 

2006-2008

 

 

105,429

 

 

421,716

 

 

843,431

 

SIGNATURE

          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.

 

 

 

 

FOOT LOCKER, INC.

 

(Registrant)

 

Date: April 25, 2006

By: 

/s/ Gary M. Bahler

 

 


 

 

Senior Vice President ,General Counsel and Secretary