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 3, 2009
EZCORP, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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0-19424
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74-2540145 |
| (State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
1901 Capital Parkway, Austin, Texas 78746
(Address of principal executive offices) (zip code)
Registrant’s telephone number, including area code: (512) 314-3400
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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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 August 6, 2009, EZCORP, Inc. announced the appointment of Paul E. Rothamel as Executive Vice
President and Chief Operating Officer. A copy of the company’s press release announcing this
appointment is attached as Exhibit 99.1 and incorporated herein by reference.
Prior to joining EZCORP, Mr. Rothamel, age 44, was the President and Chief Executive Officer of
Pamida, a privately-held company that owns and operates more than 200 general merchandise and
pharmacy stores, primarily in the Midwest. Mr. Rothamel joined Pamida in 1999 as Senior Vice
President, Store Operations, and was promoted to the position of Senior Vice President, Operations
in 2005 and served in that capacity until assuming the President and Chief Executive Officer
position in November 2007. From 1997 to 1999, Mr. Rothamel held the positions of Regional Vice
President, Store Operations and District Team Leader at ShopKo Stores, Inc., also a privately-held
owner and operator of general merchandise and pharmacy stores and an affiliate of Pamida. Before
joining ShopKo, Mr. Rothamel held various operational positions with Target Stores, Inc. and
Venture Stores Inc.
On August 3, 2009, Mr. Rothamel and EZCORP entered into an employment agreement. Under the
terms of the agreement, Mr. Rothamel will receive an annual salary of $500,000, a target bonus of
100% of base salary, and 25,000 restricted shares of EZCORP Class A Non-Voting Common Stock, all of
which will vest on the third anniversary of the date of grant (assuming continued employment). In
addition, Mr. Rothamel will receive a special bonus payment of $125,000 on October 15, 2009, and
will be eligible for relocation benefits and other benefits typically provided to the company’s
executive officers. The agreement also provides for certain benefits (principally, a payment equal
to one year of then-current base salary) if (a) Mr. Rothamel terminates his employment for “good
reason” (including a change in control of EZCORP), (b) EZCORP terminates his employment without
“cause,” or (c) he dies or becomes totally and permanently disabled during his active employment
with the company. Under the terms of the agreement, Mr. Rothamel will be subject to
confidentiality obligations and, for a period of two years following the termination of his
employment, will be prohibited from competing with the company, soliciting the company’s customers,
or soliciting the company’s employees. The agreement has an initial term of two years, and will be
renewed for successive one-year terms unless either party gives 90-days’ notice to terminate. Mr.
Rothamel’s employment will commence on September 14, 2009.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 |
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Press Release dated August 6, 2009 |
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