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): February 21, 2008
|
Carter’s,
Inc.
|
|
(Exact
name of Registrant as specified in its
charter)
|
|
Delaware
|
001-31829
|
13-3912933
|
||
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer
Identification
No.)
|
||
|
The
Proscenium,
1170
Peachtree Street NE, Suite 900
Atlanta,
Georgia 30309
|
||||
|
(Address
of principal executive offices, including zip code)
|
||||
|
(404)
745-2700
|
||||
|
(Registrant’s
telephone number, including area code)
|
||||
|
(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:
|
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
On
February 21, 2008, A. Bruce Cleverly was elected to the Board of Directors of
Carter’s, Inc. and appointed to serve on its Compensation
Committee. Both this election and appointment are effective as of
March 1, 2008.
In
addition to other arrangements, Carter’s, Inc. compensates its Directors with a
one-time grant of restricted common stock valued at $100,000 and an annual grant
of common stock valued at $90,000. Accordingly, Mr. Cleverly was
granted restricted common stock valued at $100,000 to be based on the market
price of Carter’s, Inc. common stock as of March 1, 2008, and which will vest on
March 1, 2011. In addition, Mr. Cleverly will be granted common
stock at the Company’s 2008 annual meeting of shareholders in an amount to
be detemined by our Board of Directors and pro rated for Mr. Cleverly's service
in 2008.
Signature
Pursuant
to the requirements of the Securities Exchange Act of 1934, Carter’s, Inc. has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
February
27, 2008
|
CARTER’S,
INC.
|
|
|
By:
|
/s/
MICHAEL D. CASEY
|
|
|
Name:
|
Michael
D. Casey
|
|
|
Title:
|
Executive
Vice President and
Chief
Financial Officer
|
|