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) January 12, 2005
NORDSTROM, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
WASHINGTON 001-15059 91-0515058
(STATE OR OTHER JURISDICTION (COMMISSION FILE (I.R.S. EMPLOYER
OF INCORPORATION) NUMBER) IDENTIFICATION NO.)
1617 SIXTH AVENUE, SEATTLE, WASHINGTON 98101
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (206) 628-2111
INAPPLICABLE
(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):
___ 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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Effective February 1, 2005 Paul Favaro will join Nordstrom, Inc. (the
"Company") as Executive Vice President of Strategy and Development. For
several years, Mr. Favaro has helped the Company with its strategic planning,
first in his capacity as a managing partner of Marakon Associates, and since
January 1, 2003, through his own private consulting firm Agilis Inc. Mr.
Favaro will continue to provide those and other services to the Company in
his new position. The initial terms of Mr. Favaro's employment are set forth
in the letter attached hereto as Exhibit 99.1. The following summary is
qualified in its entirety by reference to the letter.
The employment arrangement, terminable at-will, provides for Mr. Favaro to
receive an annual base salary of $370,000. It also provides for the Company
to grant Mr. Favaro a non-qualified stock option to purchase 10,000 shares of
the Company's common stock at an exercise price equal to the closing price of
the Company's common stock on Mr. Favaro's first date of employment. That
option will vest equally over four years. In addition, the Company will grant
Mr. Favaro 5,000 restricted shares vesting equally over five years. Mr.
Favaro will also be eligible to participate in the Company's various benefit
plans and programs generally available to other executives of the Company.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
99.1 Employment Letter with Mr. Paul Favaro, to be effective on February 1,
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 hereunto duly authorized.
NORDSTROM, INC.
By: /s/ David L. Mackie
-----------------------
David L. Mackie
Vice President, Real Estate,
and Corporate Secretary
Dated: January 12, 2005
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
99.1 Employment Letter with Mr. Paul Favaro, to be effective on
February 1, 2005.