8-K


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): November 19, 2015

Chico’s FAS, Inc.
(Exact Name of Registrant as Specified in its Charter)

Florida
(State or Other Jurisdiction of Incorporation)
 
 
 
001-16435
 
59-2389435
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
11215 Metro Parkway, Fort Myers, Florida
 
33966
(Address of Principal Executive Offices)
 
(Zip code)
(239) 277-6200
(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 (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.
(d) As previously disclosed in Chico's FAS Inc.'s (the "Company's") announcement of Ms. Broader's appointment as Chief Executive Officer filed on Form 8-K with the Securities and Exchange Commission on October 30, 2015 ("Announcement"), Shelley Broader currently serves as a Director on the Company's Board of Directors (the "Board"). Ms. Broader was formally appointed by the Board on November 19, 2015 to serve as a Class II Director, effective December 1, 2015. Ms. Broader has not been appointed to serve on any Board committees at this time. Ms. Broader will not receive any compensation related to her appointment as Director and will be compensated as an employee in accordance with the letter agreement filed with the Securities and Exchange Commission on October 30, 2015. Her background and experience was previously described in the Announcement, which is incorporated herein by reference.





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.

 
 
 
 
 
 
 
 
 
CHICO’S FAS, INC.
 
 
 
 
Date: February 26, 2016
 
 
By:
/s/ Todd E. Vogensen
 
 
 
Todd E. Vogensen
 
 
 
 
Executive Vice President, Chief Financial Officer and Assistant Corporate Secretary