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): March 9, 2007
STEVEN MADDEN, LTD.
(Exact name of registrant as specified in its charter)
Delaware 000-23702 13-3588231
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(State or other jurisdiction (Registration Number) (IRS Employer
of incorporation) Identification No.)
52-16 Barnett Avenue, Long Island City, New York 11104
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (718) 446-1800
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(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 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.
On March 9, 2007, Steven Madden, Ltd. (the "Company") and Robert Schmertz
executed an Employment Agreement (the "Employment Agreement"), which extended
the term of Mr. Schmertz's employment with the Company until December 31, 2009
and otherwise further amended the employment agreement, dated as of May 11,
2005, by and between the Company and Robert Schmertz. Attached hereto and
incorporated herein by reference as Exhibit 10.1 is the Employment Agreement.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) Exhibit 10.1 Employment Agreement between the Company and Robert Schmertz,
dated March 9, 2007.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Steven Madden, Ltd. has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
STEVEN MADDEN, LTD.
By: /s/ AWADHESH SINHA
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Name: Awadhesh Sinha
Title: Chief Operating Officer
Date: March 12, 2007
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EXHIBIT INDEX
DOC. NO. DOCUMENT DESCRIPTION
Exhibit 10.1 Employment Agreement between the Company and Robert Schmertz,
dated March 9, 2007.
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Exhibit 10.1
STEVEN MADDEN, LTD.
52-16 BARNETT AVENUE
LONG ISLAND CITY, NY 11104
T (718) 308-2292
F (718) 308-8992
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March 9, 2007
Dear Mr. Schmertz:
Set forth below are the terms of your employment with Steven Madden, Ltd.:
1. Term of Agreement: March 9, 2007 through December 31, 2009.
2. Position: Brand Director.
3. Salary: $600,000 per annum, less any deductions as shall be required to
be withheld by any applicable laws and regulations.
4. Signing Bonus: Upon your execution and delivery of this Agreement you
shall receive a signing bonus of $500,000, less any deductions as shall
be required to be withheld by any applicable laws and regulations.
5. Bonus: The Company may pay you a bonus in such amount, if any, and at
such time or times, as the Board of Directors may determine in its
absolute discretion subject to the Company's ordinary payroll practice.
6. Restricted Stock: You shall receive 100,000 shares of restricted stock
as provided for in the Restricted Stock Agreement attached hereto.
7. Expenses: The Company shall pay for all reasonable and necessary
business-related expenses, including a cellular phone.
8. Car Allowance: You shall receive a car allowance of $1,250 per month.
9. Vacations: You shall be entitled to vacations, sick days and personal
days in accordance with the Company's policy for executives.
10. Death: This Agreement shall terminate upon your death; provided,
however, that the Company shall continue to pay to your estate 50% of
the Base Salary as set forth in paragraph 3 hereof for the twelve
(12)-month period immediately subsequent to the date of your death.
11. Change of Control: If, during the period commencing 30 days prior to a
Change of Control and ending 180 days after a Change of Control, you
are terminated by the Company other than For Cause, you are entitled to
receive an amount equal to the lesser of (i) the average amount of
total compensation actually received by you for the preceding three
calendar years multiplied by 3 or (ii) the maximum amount which is tax
deductible to the Company under Internal Revenue Code Section 280G.
"Change of Control" shall mean when any person or group (excluding the
Company or any of its affiliates) becomes the beneficial owner of
securities representing 50% or more of the combined voting power of the
Company's then outstanding securities. "For Cause" shall mean (i) your
repeated failure to perform the duties and responsibilities assigned to
you by the Company, (ii) your conviction of a crime involving moral
turpitude, or (iii) your willfully and knowingly engaging in any
conduct materially detrimental to the business, goodwill or reputation
of the Company.
12. Non-Solicitation/Non-Competition Agreement: You recognize that the
services to be performed by you hereunder are special and unique. In
consideration of the compensation granted herein, you agree that, in
the event you either terminate your employment of your own accord or
are terminated by the Company For Cause prior to the expiration of this
agreement, for a period of 12 months following such termination, you
shall not (i) become employed by or otherwise affiliated with, nor
furnish services to, any business that competes with, or otherwise
furnishes goods or services to, the Company, (ii) solicit any business
from any customers of the Company, or (iii) hire, offer to hire, entice
away, or in any manner persuade or attempt to persuade any employee of
the Company to discontinue his/her employment with the Company.
Signature: /s/ JAMIESON A. KARSON
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Jamieson Karson, CEO
Counter-signature: /s/ ROBERT SCHMERTZ
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Robert Schmertz
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