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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): August 1, 2024
__________________
Williams-Sonoma, Inc.
(Exact name of registrant as specified in its charter)
__________________
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Delaware | | 001-14077 | | 94-2203880 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
3250 Van Ness Avenue, San Francisco, California 94109
(Address of principal executive offices)
Registrant’s telephone number, including area code (415) 421-7900
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:
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class: | | Trading Symbol(s): | | Name of each exchange on which registered: |
Common Stock, par value $.01 per share | | WSM | | New York Stock Exchange | , Inc. |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(d) On August 1, 2024, the Board of Directors (the “Board”) of Williams-Sonoma, Inc. (the “Company”) appointed Arianna Huffington to serve as a director of the Company, effective immediately. The Company issued a press release announcing the appointment of Ms. Huffington to the Board.
Ms. Huffington will receive the standard compensation available to the Company’s current non-employee directors, which is discussed in the Company’s Proxy Statement filed with the Securities and Exchange Commission (“SEC”) on April 16, 2024, but on a pro-rated basis for the initial year. The Company will also enter into its standard form of indemnification agreement with Ms. Huffington, which agreement is filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, as filed with the SEC on September 9, 2011.
A copy of the press release is attached hereto as Exhibit 99.1. The information in the press release will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor will it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
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Item 9.01. | | Financial Statements and Exhibits |
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(d) | | List of Exhibits: |
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99.1 | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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| | WILLIAMS-SONOMA, INC. |
| | |
Date: August 1, 2024 | By: | /s/ Jeffrey E. Howie |
| | Jeffrey E. Howie |
| | Chief Financial Officer |
| | | | | | | | | | | |
PRESS RELEASE | | | CONTACT: |
WILLIAMS-SONOMA, INC. | | | Kendall Coleman |
3250 Van Ness Avenue | | | Corporate Public Relations |
San Francisco, CA 94109 | | | (415) 616-7926 |
| | | |
| | | Jeremy Brooks |
| | | Investor Relations |
| | | (415) 733-2371 |
Williams-Sonoma, Inc. Announces Appointment of
Arianna Huffington to Board of Directors
San Francisco, CA, August 1, 2024 – Williams-Sonoma, Inc. (NYSE: WSM) announced today that Arianna Huffington has been appointed to its Board of Directors.
“We are very excited to have Arianna join our Board,” said Laura Alber, President and Chief Executive Officer. “Her background as the founder and CEO of multiple innovative businesses and her passion for creating brands that solve customer needs will bring significant value to our business. Her most recent venture at Thrive Global to improve productivity and health outcomes aligns with our own values of putting people first.”
Scott Dahnke, Board Chair, joined Ms. Alber in welcoming Huffington to the Board. “We are thrilled to announce the addition of Arianna to our Board. Arianna’s experience as an entrepreneurial leader and as a director for successful companies like Uber and Onex makes her an ideal fit for Williams-Sonoma. We look forward to the input that she will provide the Board and management.”
“I'm delighted to join the Williams-Sonoma Board,” Huffington said. “I have long admired Laura’s leadership and Williams-Sonoma’s commitment to putting people first, investing in associates, and leading the industry on worker wellbeing, and I look forward to supporting the company as it embarks on its next phase of growth.”
Huffington is the founder and CEO of Thrive Global, the founder of The Huffington Post, and the author of 15 books, including Thrive and The Sleep Revolution. In 2016, she launched Thrive Global, a behavior change technology company with the mission of improving productivity and health outcomes. The OpenAI Startup Fund and Thrive Global recently announced the creation of a new company, Thrive AI Health, exclusively devoted to building a personalized AI health coach. Huffington has been named to Time Magazine's list of the world’s 100 most influential people and the Forbes Most Powerful Women list. Originally from Greece, she moved to England when she was 16 and graduated from Cambridge University with an M.A. in economics. At 21, she became president of the famed debating society, the Cambridge Union. Huffington’s last two books, Thrive: The Third Metric to Redefining Success and Creating a Life of Well-Being, Wisdom, and Wonder and The Sleep Revolution: Transforming Your Life, One Night at A Time, both became instant international bestsellers. Most recently, she wrote the foreword to Thrive Global’s first book, Your Time to Thrive: End Burnout, Increase Well-being, and Unlock Your Full Potential with the New Science of Microsteps.
ABOUT WILLIAMS-SONOMA, INC.
Williams-Sonoma, Inc. is the world’s largest digital-first, design-led and sustainable home retailer. The company’s products, representing distinct merchandise strategies — Williams Sonoma, Pottery Barn, Pottery Barn Kids, Pottery Barn Teen, West Elm, Williams Sonoma Home, Rejuvenation, Mark and Graham and GreenRow — are marketed through e-commerce websites, direct-mail catalogs and retail stores. These brands are also part of The Key Rewards, our loyalty and credit card program that offers members exclusive benefits across the Williams-Sonoma family of brands. We operate in the U.S., Puerto Rico, Canada, Australia, and the United Kingdom, offer international shipping to customers worldwide, and have unaffiliated franchisees that operate
stores in the Middle East, the Philippines, Mexico, South Korea, and India, as well as e-commerce websites in certain locations. We are also proud to be a leader in our industry with our values-based culture and commitment to achieving our sustainability goals. Our company is Good By Design — we’ve deeply ingrained sustainability into our business. From our factories to your home, we’re united in a shared purpose to care for our people and our planet.
For more information on our sustainability efforts, please visit: https://sustainability.williams-sonomainc.com
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