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
28,
2007
BIG
LOTS, INC.
(Exact
name of registrant as specified in its charter)
Ohio
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1-8897
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06-1119097
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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300
Phillipi Road, Columbus, Ohio 43228
(Address
of principal executive office) (Zip Code)
(614)
278-6800
(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:
o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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Item
1.01
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Entry
into a Material Definitive
Agreement.
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Big
Lots,
Inc. (“Company”) sponsors a nonqualified supplemental defined contribution plan
(“Supplemental Savings Plan”) and a nonqualified supplemental defined benefit
pension plan (“Supplemental Pension Plan”). Both plans are subject to
the requirements of Section 409A of the Internal Revenue Code (“Section 409A”),
which imposes restrictions on certain nonqualified deferred compensation
plans,
and are required to be amended to comply with Section 409A before January
1,
2008. On August 28, 2007, the Company amended and restated the
Supplemental Pension Plan and the Supplemental Savings Plan to comply with
the
requirements of Section 409A and to further improve the plan
documents. The amended and restated plans will become effective on
January 1, 2008. This summary is qualified in its entirety by
reference to the full text of the Supplemental Savings Plan and the Supplemental
Pension Plan, as each has been amended and restated, which are attached to
this
Form 8-K as Exhibits 10.1 and 10.2, respectively.
Item
2.02
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Results
of Operations and Financial
Condition.
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On
August
29, 2007, the Company issued a press release and conducted a conference call,
both of which reported the Company’s unaudited results for the second quarter of
fiscal year 2007, updated its current share repurchase program, provided
guidance for the third and fourth quarters of fiscal year 2007, and revised
its
previously issued guidance for fiscal year 2007. Attached as exhibits
to this Form 8-K are copies of the Company’s August 29, 2007 press release
(Exhibit 99.1) and the transcript of the Company’s August 29, 2007 conference
call (Exhibit 99.2), including information concerning forward-looking statements
and factors that may affect the Company’s future results. The
information in Exhibits 99.1 and 99.2 is being furnished, not filed, pursuant
to
Item 2.02 of this Form 8-K. By furnishing the information in this
Form 8-K and the attached exhibits, the Company is making no admission as
to the
materiality of any information in this Form 8-K or the exhibits.
Item
9.01
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Financial
Statements and Exhibits.
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Exhibits
marked with an asterisk (*) are provided herewith. Exhibits 10.1 and
10.2 are management contracts or compensatory plans or
arrangements.
Exhibit
No.
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Description
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Big
Lots Supplemental Savings Plan, amended and restated effective
as of
January 1, 2008.
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Big
Lots Supplemental Defined Benefit Pension Plan, amended and restated
effective as of January 1, 2008.
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Big
Lots, Inc. press release dated August 29, 2007.
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Transcript
of Big Lots, Inc. conference call dated August 29,
2007.
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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.
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BIG
LOTS, INC.
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Dated: September
4, 2007
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By:
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/s/
Charles W. Haubiel II
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Charles
W. Haubiel II
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Senior
Vice President, General Counsel and Corporate
Secretary
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