Reebok International Ltd. Change of Control Severance Agreement with Terry Pillow

Summary

Reebok International Ltd. has agreed to provide financial protection to Terry Pillow, President and CEO of its subsidiary The Ralph Lauren Footwear Co., Inc., if his employment is terminated within 24 months after a change of control at the subsidiary. If this occurs, Mr. Pillow will receive a lump sum payment equal to 200% of his current base salary and target bonus, plus continued participation in accident, life, and health insurance benefits for 24 months or a lump sum to secure similar benefits.

EX-10.34 2 a2153119zex-10_34.txt EXHIBIT 10.34 Exhibit 10.34 ================================================================================ 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) November 10, 2004 ------------------------------- REEBOK INTERNATIONAL LTD. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) MA 1-9340 ###-###-#### - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1895 J.W. FOSTER BOULEVARD CANTON, MASSACHUSETTS 02021 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code ###-###-#### ----------------------------- - -------------------------------------------------------------------------------- (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: / / Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) / / Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) / / Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) / / Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT On November 10, 2004 Reebok International Ltd. (the "Company") provided to Terry Pillow, President and Chief Executive Officer of the Company's wholly owned subsidiary The Ralph Lauren Footwear Co., Inc. ("Ralph Lauren Footwear"), a pledge of financial protection in the event that Mr. Pillow's employment were to be terminated within 24 months following a change of control in Ralph Lauren Footwear. Pursuant to such pledge, Mr. Pillow would receive of a lump sum payment equal to 200% of his then-current base salary and target bonus. In addition, Mr. Pillow would be able to participate in his then-current accident, life, and health insurance benefits for an additional 24 months or, in the alternative, to receive a lump sum payment sufficient for him to secure comparable benefits. 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. Date: February 25, 2005 REEBOK INTERNATIONAL LTD. By: /s/ Kenneth I. Watchmaker ---------------------------- Kenneth I. Watchmaker Executive Vice President and Chief Financial Officer