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 30, 2005

 

 

Citi Trends, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

 

333-123028

 

52-2150697

 

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

 

102 Fahm Street, Savannah, Georgia

31401

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (912) 236-1561

 

Former name or former address, if changed since last report: Not applicable

 

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):

 

[   ] 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 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

On November 30, 2005, the Board of Directors of Citi Trends, Inc., a Delaware corporation (the “Company”), appointed Patricia M. Luzier to the Company’s Board of Directors. Ms. Luzier’s appointment fills a vacancy on the Board of Directors. With her appointment, the Company’s Board of Directors consists of five Directors, and brings the number of independent Directors to three. In addition, Ms. Luzier was appointed to serve as chair of the Nominating and Corporate Governance Committee of the Board of Directors and was appointed to the Audit Committee and the Compensation Committee of the Board of Directors.

The Company issued a press release announcing the appointment of Ms. Luzier on December 2, 2005. A copy of the press release is attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1. In accordance with General Instruction B.2. of Form 8-K, the information in this Current Report, including the exhibit attached hereto, is being furnished and shall 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 such section. The information in this Current Report, including the exhibit, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

Exhibit No.

Description

 

99.1

Press Release dated December 2, 2005

 

 

 

 

 



 

 

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 thereunto duly authorized.

 

 

CITI TRENDS, INC.

 

 

 

Date: December 2, 2005

 

 

By: /s/ Thomas W. Stoltz                                        

Name: Thomas W. Stoltz

Title: Chief Financial Officer

 

 

 



 

 

Exhibit Index

 

 

Exhibit No.

Description

 

 

99.1

Press Release dated December 2, 2005.

 

 

 



 

Exhibit 99.1

 

 

 

 

 

CITI TRENDS, INC. ADDS PATRICIA LUZIER TO BOARD OF DIRECTORS

 

SAVANNAH, GA (December 2, 2005) — Citi Trends, Inc. (NASDAQ: CTRN) today announced that Patricia M. Luzier, a 20-plus year retail and service organization veteran, has joined the Company’s Board of Directors effective as of November 30, 2005. Ms. Luzier’s appointment fills a vacancy on the Board. With her appointment, the Company’s Board consists of five Directors, and brings the independent Board seats to three. In addition, Ms. Luzier was appointed to serve as chair of the Nominating and Corporate Governance Committee of the Board of Directors and was appointed to the Audit Committee and the Compensation Committee of the Board of Directors.

 

Ms. Luzier currently serves as a Board member for Dale Carnegie and Associates and is a member of their Compensation Committee. Ms. Luzier has served in senior positions at Cole National Corporation, a specialty retailer that operates brands including Pearle Vision and Things Remembered, from 1999 to 2004, most recently as Senior Vice President and Chief Administrative Officer. Previously, she was with HomePlace, Inc., a big box retailer, as Senior Vice President, Human Resources and Administration from 1998 to 1999 and with VICORP Restaurants as Senior Vice President of Human Resources from 1994 to 1998.

 

Ed Anderson, Chief Executive Officer of Citi Trends, noted, "We are delighted with the addition of Patricia Luzier to our Board of Directors. Her extensive retail background and experience in human resources and real estate will provide valuable insights to our business and the strategic direction of our company. We look forward to her contributing to the continued success of Citi Trends."

 

Citi Trends, Inc. is a value-priced retailer of urban fashion apparel and accessories for the entire family. The Company currently operates 227 stores (including the 4 stores currently closed due to the hurricanes) located in 12 states in the South, Southeast and Mid-Atlantic region, and our website address is www.cititrends.com. CTRN-E

 

 

 

Contact:

Tom Stoltz

Ed Anderson

 

 

Citi Trends, Inc.

Citi Trends, Inc.

 

 

Chief Financial Officer

Chief Executive Officer

 

(912) 443-2075

(912) 443-3705

 

 

 

 

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