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) December 2, 2022
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ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Departure of Chief Financial Officer
As previously reported by Nordstrom, Inc. ("Company") on October 17, 2022, Anne Bramman, Chief Financial Officer ("CFO"), notified the Company that she intended to step down from her role following the filing of the Company’s Quarterly Report on Form 10-Q for the quarter ended October 29, 2022. Ms. Bramman resigned from her role on December 2, 2022.
Appointment of Interim Chief Financial Officer
Effective December 5, 2022, Michael Maher, the Company’s Senior Vice President and Chief Accounting Officer, was appointed Interim CFO and Treasurer. In his prior role as Senior Vice President, Chief Accounting Officer, Mr. Maher served as the Company’s principal accounting officer. As Interim CFO, Mr. Maher will serve as both the Company’s principal accounting officer and principal financial officer. The Company has commenced an internal and external search process to identify a permanent CFO.
The Compensation, People and Culture Committee (the “Committee”) of the Board of Directors approved Mr. Maher’s compensation in connection with his appointment as Interim CFO, including (i) an annual base salary of $525,000, (ii) a target annual bonus opportunity of fifty percent (50%) of his base salary, and (iii) a target equity grant of seventy percent (70%) of his base salary. Mr. Maher is eligible to participate in the Nordstrom Executive Severance Plan.
Mr. Maher is also eligible to participate in the Company’s benefits as may be offered from time to time to other employees, including participation in the Company’s 401(k) plan with Company match and the Company’s Employee Stock Purchase Plan.
ITEM 9.01 Financial Statements and Exhibits
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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.
| NORDSTROM, INC. | |||||
| (Registrant) | |||||
| /s/ Ann Munson Steines | |||||
| Ann Munson Steines | |||||
| Chief Legal Officer, | |||||
| General Counsel and Corporate Secretary | |||||
Date: December 7, 2022