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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
October 14, 2005
Date of Report (Date of earliest event reported)
STARBUCKS CORPORATION
(Exact name of registrant as specified in its charter)
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| Washington
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0-20322
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91-1325671 |
(State or other
jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
2401 Utah Avenue South
Seattle, Washington 98134
(Address of principal executive offices) (Zip Code)
(206) 447-1575
(Registrant’s telephone number, including area code)
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))
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
On October 14, 2005, Starbucks Corporation (the “Company”) entered into an employment
letter with Martin Coles, president, Starbucks Coffee International (the “Coles Letter”). The
Coles Letter supersedes Mr. Coles’s prior employment arrangement with the Company and is being
entered into in order to terminate the Company’s obligation under such arrangement to provide
severance payments to Mr. Coles upon termination of his employment with the Company. The Coles
Letter is filed with this report as Exhibit 10.1, and is incorporated by reference into
this report.
Under the terms of the Coles Letter, Mr. Coles will continue to be employed as president,
Starbucks Coffee International on an “at will” basis. The material terms and conditions of the
Coles Letter are summarized below, which descriptions are qualified in their entirety by reference
to the provisions of the Coles Letter filed with this report as Exhibit 10.1.
Base Salary
As president, Starbucks Coffee International, Mr. Coles will continue to be paid his current
base salary, which annualizes to $610,000.
Bonus
Mr. Coles will continue to be eligible to participate in the Company’s Executive Management
Bonus Plan at an incentive target of 65% of eligible base salary. The performance criteria for
such incentive target have been established for Mr. Coles by the independent members of the
Company’s Board of Directors.
Stock Awards
Mr. Coles will continue to be eligible to receive stock awards under the Key Employee Sub-Plan
to the Company’s 2005 Long-Term Equity Incentive Plan.
Management Deferred Compensation Plan
Mr. Coles will continue to be eligible to participate in the Company’s Management Deferred
Compensation Plan for so long as he remains on the Company’s U.S. payroll.
Executive Life Insurance
Mr. Coles will continue to receive the maximum partner life insurance coverage benefit paid
for by the Company of $2,000,000.
Partner Benefits
Mr. Coles will continue to be eligible to participate in the Company’s benefits, stock and
savings programs.
Non-Competition Agreements
Mr. Coles will continue to be bound by the terms and conditions of the non-competition
agreement he entered into with the Company.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
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Exhibit No.
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Description |
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10.1
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Employment Agreement dated October 14, 2005 between Starbucks
Corporation and Martin Coles. |
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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STARBUCKS CORPORATION |
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Dated: October 14, 2005
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By: /s/ Michael Casey |
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Michael Casey |
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executive vice president, chief
financial officer and
chief
administrative officer |
EXHIBIT INDEX
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Exhibit No.
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Description |
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10.1
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Employment Agreement dated October 14, 2005 between Starbucks
Corporation and Martin Coles. |