Unassociated Document
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): October
5, 2009
BLUEFLY,
INC.
(Exact name of registrant as specified
in its charter)
Delaware
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001-14498
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13-3612110
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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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42 West 39th Street, New York, New
York
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10018
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(Address of principal executive
offices)
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(Zip
Code)
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Registrant’s Telephone Number, Including
Area Code:
(212) 944-8000
N/A
(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:
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 5.02. DEPARTURE OF DIRECTORS OR
CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS;
COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On
October 5, 2009, the Compensation Committee (the “Committee”) of the Board of
Directors (the “Board”) of Bluefly, Inc. (the “Company”) approved the adoption
of a cash bonus plan for fiscal 2009 (the “Bonus Plan”) for Melissa
Payner-Gregor, the Company’s Chief Executive Officer (the “CEO”), and Kara
Jenny, the Company’s Chief Financial Officer (the “CFO”). The Bonus
Plan provides for the payment of a cash bonus to the CEO in the amount of
$125,000 to be paid this week and cash bonuses of $75,000 to the CEO and $33,000
to the CFO to be paid promptly after the Company’s fiscal year end, subject to
certain conditions, including their respective continued employment at fiscal
year end. The Bonus Plan also provides for contingent bonus payments to the CEO
and CFO if the Company achieves specified adjusted EBITDA target
levels. The range of the contingent bonuses which may become payable
under the Bonus Plan is between zero and $180,000 for the CEO and between zero
and $60,000 for the CFO. The contingent bonus payments, if any, are payable as
soon as practicable following the availability of the Company’s audited
financial statements (but in no event later than March 15, 2010), subject to the
respective continued employment of the CEO and CFO at fiscal year end. The Bonus
Plan is not in limitation of additional discretionary bonuses for performance
above the specified target levels.
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.
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BLUEFLY,
INC.
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(Registrant)
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Date: October 8,
2009
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By:
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/s/ Kara B.
Jenny
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Name:
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Kara B.
Jenny
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Title:
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Chief Financial
Officer
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