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Shoe Carnival extends executive contracts, amends incentive plans

Published 04/11/2024, 21:24
SCVL
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Shoe Carnival Inc. (NASDAQ:SCVL), a leading retailer in the footwear industry, has announced the extension and amendment of employment agreements with its top executives, including President and CEO Mark J. Worden. The company disclosed this information in a recent filing with the Securities and Exchange Commission.

On Monday, the company entered into an Amended and Restated Employment and Noncompetition Agreement with Worden, extending his term through October 31, 2029, with automatic annual renewals. This move aims to maintain leadership stability within the organization.

Additionally, Shoe Carnival (NYSE:CCL) has updated agreements with other key executives, including Executive Vice President and COO Marc A. Chilton, Senior Vice President and CFO Patrick C. Edwards, and Senior Executive Vice President and Chief Merchandising Officer Carl N. Scibetta. These agreements, which began on November 1, 2024, feature an initial one-year term with subsequent automatic renewals.

The Compensation Committee of the Board of Directors conducted a thorough review of the existing employment and compensation arrangements for these officers. This review was standard procedure and not in anticipation of any change in control or similar transaction.

The new agreements include provisions for incentive bonuses under the Shoe Carnival, Inc. Amended and Restated 2016 Executive Incentive Compensation Plan (EICP) for bonuses earned but unpaid from the previous fiscal year. They also contain updated lists of "Competing Businesses" and revised restrictive covenants, along with changes for compliance with Section 409A of the Internal Revenue Code.

In the event of a change in control, the agreements feature an updated definition to align with the Shoe Carnival, Inc. Amended and Restated 2017 Equity Incentive Plan, with additional exceptions and revised terms for qualifying terminations and payouts. Notably, Worden's potential payout has increased from 200% to 250% of his base salary and target EICP incentive bonus in case of a qualifying termination.

Other amendments include adjustments to the 2017 Plan to add exceptions to the "Change in Control" definition and revisions to the EICP to remove outdated references to Section 162(m) of the Code. Furthermore, the Compensation Committee approved amendments to the restricted stock unit award agreements for the executives, providing for immediate vesting of all unvested units upon a change in control.

In other recent news, Shoe Carnival, a prominent family footwear retailer, reported a 12.9% increase in net sales for the second quarter of 2024, reaching $332.7 million. This surge was largely attributed to a successful back-to-school season, the integration of Rogan's Shoes, and the testing of a new banner switch strategy. As a result, the company adjusted its annual sales and earnings per share (EPS) guidance ranges, now expecting full-year net sales between $1.23 billion and $1.25 billion, with GAAP EPS forecasted between $2.55 and $2.70.

In addition to these financial developments, Shoe Carnival declared a quarterly cash dividend of $0.135 per share, marking the company's 50th consecutive quarterly dividend. On the executive front, Carl N. Scibetta, the Senior Executive Vice President and Chief Merchandising Officer, announced his retirement in the spring of 2025. The company plans to appoint a successor to Scibetta in early 2025, ensuring a smooth transition throughout the fiscal year.

InvestingPro Insights

As Shoe Carnival Inc. (NASDAQ:SCVL) extends and amends its executive employment agreements, investors may find additional context from recent financial data and analyst insights valuable. According to InvestingPro, SCVL's market capitalization stands at $936.13 million, with a price-to-earnings ratio of 12.2, indicating a relatively modest valuation compared to some peers in the retail sector.

InvestingPro Tips highlight that Shoe Carnival has raised its dividend for 11 consecutive years, demonstrating a commitment to shareholder returns that aligns with the company's efforts to retain top executive talent. This is further supported by a current dividend yield of 1.58% and a significant dividend growth of 35% over the last twelve months.

The company's financial health appears solid, with InvestingPro data showing that cash flows can sufficiently cover interest payments, and liquid assets exceed short-term obligations. This financial stability may provide the foundation for the extended executive agreements and potential future growth initiatives.

It's worth noting that while the stock has experienced volatility and a 17.84% decline over the past month, SCVL has delivered a strong 42.1% total return over the past year. This performance, coupled with analysts predicting profitability for the current year, suggests that the company's leadership strategy may be yielding positive results despite short-term market fluctuations.

For investors seeking a deeper understanding of Shoe Carnival's prospects, InvestingPro offers 11 additional tips, providing a comprehensive analysis to inform investment decisions.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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