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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) May 20, 2009
ADVANCE AUTO PARTS,
INC.
(Exact name of registrant as
specified in its charter)
Delaware
|
001-16797
|
54-2049910
|
(State
or other jurisdiction of
|
(Commission
File Number)
|
(I.R.S.
Employer
|
incorporation
or organization)
|
|
Identification
No.)
|
5673 Airport Road, Roanoke,
Virginia
|
24012
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Registrant's
telephone number, including area code (540) 362-4911
Not
Applicable
(Former
name, former address and former fiscal year, 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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE
REPORT
Item
2.02 Results of
Operations and Financial Condition.
On May 20, 2009,
Advance Auto Parts, Inc., or the Company, issued a press release setting
forth its financial results for its first quarter ended April 25,
2009. This
release also includes forward looking statements related to the Company's 2009
fiscal year. The press release is attached as Exhibit 99.1 and
incorporated by reference herein.
Item
5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
At the
2009 annual meeting of stockholders of Advance Auto Parts, Inc. (“Company”) held
May 20, 2009, the Company’s stockholders reelected John F. Bergstrom, John C.
Brouillard, Darren R. Jackson, William S. Oglesby, Gilbert T. Ray, Carlos A.
Saladrigas, and Francesca M. Spinelli to serve as members of the Company’s Board
of Directors (“Board”) until the 2010 annual meeting of
stockholders. Effective May 20, 2009, Messrs. Nicholas J. LaHowchic,
who had previously served as a director and as a member of the Board’s Audit
Committee and Finance Committee, and Lawrence P. Castellani, who had previously
served as a director and as a member of the Board’s Finance Committee, retired
as Directors of the Company. Effective May 19, 2009, the Board
restructured its Committees in order to fill the vacancies created by the
departures of Messrs. LaHowchic and Castellani. All of the directors
appointed as members of the Board’s Committees as reconstituted and listed below
have been determined by the Board to be independent under the listing standards
of the New York Stock Exchange.
Nominating
and Corporate Governance Committee
|
|
Gilbert T.
Ray |
Chair |
|
William S.
Oglesby |
|
|
Francesca M.
Spinelli |
|
|
John C.
Brouillard |
|
|
|
|
Audit
Committee
|
|
Carlos A.
Saladrigas |
Chair, Designated
Financial Expert |
|
John C.
Brouillard |
NYSE Financial
Management Expertise |
|
Gilbert T.
Ray |
|
|
|
|
Compensation
Committee |
|
Francesca M.
Spinelli |
Chair |
|
Gilbert T.
Ray |
|
|
John F.
Bergstrom |
|
|
|
|
Finance
Committee |
|
William S.
Oglesby |
Chair |
|
John F.
Bergstrom |
|
|
Carlos A.
Saladrigas |
|
Item 9.01 Financial Statements
and Exhibits.
(d)
|
Exhibits.
|
|
|
|
|
|
Exhibit
|
|
|
Number
|
|
|
|
|
|
99.1 |
Press
Release, dated May 20, 2009, issued by Advance Auto Parts,
Inc. |
|
|
|
Note:
The information contained in this Current Report on Form 8-K (including
Exhibit 99.1) shall not be deemed to be “filed” for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that
section.
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.
|
|
ADVANCE
AUTO PARTS, INC. |
|
|
(Registrant) |
|
|
|
Date: May
20, 2009 |
|
/s/ Michael A.
Norona |
|
(Signature)* |
|
Michael
A. Norona |
|
Executive
Vice President, Chief Financial Officer and Assistant
Secretary
|
* Print
name and title of the signing officer under his signature.
EXHIBIT
INDEX
Exhibit
Number
|
Exhibit Description |
99.1 |
Press
Release, dated May 20, 2009, issued by Advance Auto Parts,
Inc. |