UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 13, 2014

 

 

ULTA SALON, COSMETICS & FRAGRANCE, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   001-33764   36-3685240

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1000 Remington Blvd., Suite 120

Bolingbrook, Illinois 60440

 
 

(Address of Principal Executive Offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (630) 410-4800

Not Applicable

(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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 13, 2014, Ulta Salon, Cosmetics & Fragrance, Inc. (the “Company”) issued a press release regarding the appointment of Michelle Collins to the Company’s Board of Directors (the “Board”), effective October 13, 2014. Ms. Collins has also been appointed as a member of the Board’s Audit Committee and Nominating and Corporate Governance Committee. A copy of the press release is furnished as Exhibit 99.1 to this report.

There is no arrangement or understanding between Ms. Collins and any other persons pursuant to which Ms. Collins was selected as a director, and there are no related party transactions involving Ms. Collins that are reportable under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

  

Description

99.1    Press release issued by Ulta Salon, Cosmetics & Fragrance, Inc. on October 13, 2014 announcing the appointment of Michelle Collins to the Company’s Board of Directors


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    ULTA SALON, COSMETICS & FRAGRANCE, INC.
Date: October 13, 2014     By:  

/s/ Robert S. Guttman

      Robert S. Guttman
      Senior Vice President, General Counsel and Secretary


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press release issued by Ulta Salon, Cosmetics & Fragrance, Inc. on October 13, 2014 announcing the appointment of Michelle Collins to the Company’s Board of Directors

EX-99.1

Exhibit 99.1

 

LOGO

Company Contacts:

Scott Settersten

Chief Financial Officer

(630) 410-4807

Laurel Lefebvre

Vice President, Investor Relations

(630) 410-5230

Media Contact:

Karen May

Director, Public Relations

        (630) 410-5457

ULTA BEAUTY ANNOUNCES ADDITION TO BOARD OF DIRECTORS

Michelle Collins Appointed Independent Director

Bolingbrook, Ill. – October 13, 2014 – Ulta Beauty [NASDAQ:ULTA] today announced that Michelle Collins, President of Cambium LLC, a business and financial advisory firm, has been appointed to its Board of Directors, and as a member of its nominating and corporate governance and audit committees, effective October 13, 2014.

Ms. Collins joins the Ulta Beauty Board with 28 years of experience in corporate finance and business consulting. She has been the President of Cambium LLC since 2007. Previously, she was Managing Director and co-founder of Svoboda Capital Partners LLC, a private equity firm, from 1998 to 2007. She began her career in 1986 at William Blair & Company, an investment banking firm, where she held the position of Principal, Corporate Finance from 1992 to 1997, focusing on specialty retail, catalog and distribution businesses in corporate finance.

Ms. Collins has been a member of the Board of Directors of Integrys Energy Group, Inc. since 2011, and currently serves as the chair of its governance committee and a member of its audit committee. Ms. Collins was a director of CDW, a provider of integrated IT solutions, from 1996 to 2007 and served as the chair of the audit committee and, for a period, as a member of the compensation committee. She was a board member of Coldwater Creek, Inc., a specialty retailer of women’s apparel, accessories, jewelry and gift items, from 1997 to 2004. She also served on the board of Molex, Inc., a global manufacturer of electronics, electrical and fiber optic interconnection products and systems, from 2003 to 2013, including as a member of its audit committee and nominating and corporate governance committee. She served as a board member of Bucyrus International, Inc. from 2009 to 2011, including as a member of its audit committee.


Ms. Collins serves on the boards of several civic organizations and private companies. She has been a member of the Advisory Board of Svoboda Capital Partners since 2007. She received an M.B.A. from Harvard University in 1986 and a B.A. in Economics from Yale University in 1982.

Mary Dillon, Ulta Beauty’s Chief Executive Officer, said, “We are delighted to welcome Michelle to Ulta Beauty’s Board of Directors. Michelle brings extensive experience in corporate finance and deep corporate governance expertise, having served as a member of the board of directors for many public and private companies. I am confident she will make tremendous contributions to Ulta.”

About Ulta Beauty

Ulta Beauty is the largest beauty retailer that provides one-stop shopping for prestige, mass and salon products and salon services in the United States. Ulta Beauty provides affordable indulgence to its customers by combining unmatched product breadth, value and convenience with the distinctive environment and experience of a specialty retailer. Ulta Beauty offers a unique combination of over 20,000 prestige and mass beauty products across the categories of cosmetics, fragrance, haircare, skincare, bath and body products and salon styling tools, as well as salon haircare products. Ulta Beauty also offers a full-service salon in all of its stores. As of August 2, 2014 Ulta operates 715 retail stores across 47 states and also distributes its products through the Company’s website: www.ulta.com.