PLCE Childrens Place Inc

 

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): March 17, 2025

 

THE CHILDREN’S PLACE, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware		0-23071		31-1241495
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

500 Plaza Drive, Secaucus, New Jersey	07094
(Address of Principal Executive Offices)	(Zip Code)

 

(201) 558-2400

(Registrant’s Telephone Number, Including Area Code)

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 (see General Instruction A.2. below):

 

¨

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.10 par value	PLCE	NASDAQ Global Select Market

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12-b-2 of this chapter).

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

  

On March 17, 2025, The Children’s Place, Inc. (the “Company”) announced that John Szczepanski has been appointed Chief Financial Officer of the Company, effective March 31, 2025.

 

The Company and Mr. Szczepanski have entered into a letter agreement (the “Letter Agreement”) that provides for Mr. Szczepanski’s employment on an at-will basis and for (i) an annual base salary of $525,000, (ii) an annual performance-based cash bonus opportunity (at target) equal to 60% of base salary, (iii) a time-vested restricted stock unit award under the Company’s 2011 Equity Incentive Plan covering a number of shares of the Company’s common stock, par value $0.10 per share, having a fair market value on the date of grant of $600,000, and (iv) a sign-on bonus in the amount of $200,000.

 

The Letter Agreement will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the Company’s fiscal year ended February 1, 2025, and the information set forth above is qualified in its entirety by reference to the full text of the Letter Agreement.

 

Mr. Szczepanski, 54, has over 20 years of experience as a finance professional with the majority of his career spent at Ralph Lauren Corporation. Mr. Szczepanski most recently served as Chief Financial Officer of Vince Holding Corp. and prior to that position, held roles of increasing responsibility, which culminated in his appointment as Chief Financial Officer – Global Supply Chain, Brands and the Lifestyle Group at Ralph Lauren Corporation. Mr. Szczepanski holds a Master of Science degree in Finance from Boston College Carroll School of Management and a Bachelor of Science degree in Accounting from Fordham University.

 

A copy of the press release announcing the appointment of Mr. Szczepanski as Chief Financial Officer of the Company is attached to this Current Report on Form 8-K as Exhibit 99.1.

  

Item 9.01

Financial Statement and Exhibits.

  

(d)

Exhibits

 

Exhibit 99.1	Press Release dated March 17, 2025
Exhibit 104	Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.

 

 

Forward-Looking Statements

 

This Current Report on Form 8-K, including Exhibit 99.1, contains or may contain forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to statements relating to the Company’s strategic initiatives and results of operations, including adjusted net income (loss) per diluted share. Forward-looking statements typically are identified by use of terms such as “may,” “will,” “should,” “plan,” “project,” “expect,” “anticipate,” “estimate,” “believe” and similar words, although some forward-looking statements are expressed differently. These forward-looking statements are based upon the Company’s current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results and performance to differ materially. Some of these risks and uncertainties are described in the Company’s filings with the Securities and Exchange Commission, including in the “Risk Factors” section of its annual report on Form 10-K for the fiscal year ended February 3, 2024. Included among the risks and uncertainties that could cause actual results and performance to differ materially are the risk that the Company will be unable to achieve operating results at levels sufficient to fund and/or finance the Company’s current level of operations and repayment of indebtedness, the risk that the Company will be unsuccessful in gauging fashion trends and changing consumer preferences, the risks resulting from the highly competitive nature of the Company’s business and its dependence on consumer spending patterns, which may be affected by changes in economic conditions (including inflation), the risk that changes in the Company’s plans and strategies with respect to pricing, capital allocation, capital structure, investor communications and/or operations may have a negative effect on the Company’s business, the risk that the Company’s strategic initiatives to increase sales and margin, improve operational efficiencies, enhance operating controls, decentralize operational authority and reshape the Company’s culture are delayed or do not result in anticipated improvements, the risk of delays, interruptions, disruptions and higher costs in the Company’s global supply chain, including resulting from disease outbreaks, foreign sources of supply in less developed countries, more politically unstable countries, or countries where vendors fail to comply with industry standards or ethical business practices, including the use of forced, indentured or child labor, the risk that the cost of raw materials or energy prices will increase beyond current expectations or that the Company is unable to offset cost increases through value engineering or price increases, various types of litigation, including class action litigations brought under securities, consumer protection, employment, and privacy and information security laws and regulations, the imposition of regulations affecting the importation of foreign-produced merchandise, including duties and tariffs, risks related to the existence of a controlling shareholder, and the uncertainty of weather patterns, as well as other risks discussed in the Company’s filings with the SEC from time to time. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they were made. The Company undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

 

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: March 17, 2025
	THE CHILDREN’S PLACE, INC.
	By: /s/ Jared Shure
	Name:	Jared Shure
	Title:	Chief Administrative Officer, General Counsel & Corporate Secretary

 

 

Exhibit 99.1

 

 

 

THE CHILDREN’S PLACE APPOINTS JOHN SZCZEPANSKI AS CHIEF FINANCIAL OFFICER; ANNOUNCES APPOINTMENTS OF TWO SENIOR VICE PRESIDENTS - KRISTIN CLIFFORD, HEAD OF SOURCING AND SMEETA KHETARPAUL, HEAD OF MARKETING

 

SECAUCUS, N.J., March 17, 2025 —The Children’s Place, Inc. (Nasdaq: PLCE), the largest pure-play children’s specialty retailer in North America with an omni-channel portfolio of brands, announced the appointment of John Szczepanski as Chief Financial Officer, effective March 31, 2025. He will report to Muhammad Umair, President and Interim Chief Executive Officer. As Chief Financial Officer, Mr. Szczepanski will oversee finance, accounting, financial planning & analysis, tax, treasury, procurement, investor relations, internal audit and real estate.

 

Mr. Umair said, “Today marks an exciting new chapter for our Company as we welcome John to be our Chief Financial Officer. During this critical time in our planning and implementation of new business strategies, John brings a wealth of finance experience in retail and manufacturing that will help guide us through our Company’s future development. We are delighted to have him join our team as we continue to build strong and efficient business operations and drive a financial strategy that can lay the groundwork for the Company’s long-term success.”

 

Mr. Szczepanski most recently served as Chief Financial Officer of Vince Holding Corp. (NYSE: VNCE) and, prior to that position, held roles of increasing responsibility, which culminated in his appointment as Chief Financial Officer – Global Supply Chain, Brands and the Lifestyle Group at Ralph Lauren Corporation. Mr. Szczepanski holds a Master of Science degree in Finance from Boston College Carroll School of Management and a Bachelor of Science degree in Accounting from Fordham University.

 

The Company also announced the recent appointments of Kristin Clifford as Senior Vice President, Head of Sourcing, effective February 3, 2025, and Smeeta Khetarpaul as Senior Vice President, Head of Marketing, effective February 24, 2025, each reporting to Claudia Lima-Guinehut, Brand President.

 

Regarding the arrivals of Ms. Clifford and Ms. Khetarpaul, Ms. Lima-Guinehut remarked, “We are so thrilled to publicly announce that Kristin and Smeeta have joined our team. Kristin comes back to the Company with extensive experience in direct-sourcing models and developing costing strategies that will help us to elevate our product offerings, by ensuring we are sourcing high-quality merchandise consistent with our brands at competitive prices. Smeeta will be leading our omni-channel strategy by delivering an integrated marketing approach that will elevate the positioning and relevance of our brands to drive growth across all channels. They both have vast retail experience and will be pivotal in shaping our Company’s future, as they drive the growth of our brands in this ever-evolving retail landscape.”

 

Ms. Clifford rejoined The Children’s Place from Vineyard Vines, where she most recently served as their Senior Vice President of Sourcing. Ms. Clifford previously served as a Vice President, Global Sourcing at the Company until 2020 and had held key leadership positions at various retail companies during her career. She received her Bachelor of Arts in Business Economics from Belmont Abbey College.

 

Ms. Khetarpaul joins the Company from Crocs Inc., where she served as a Vice President of Marketing, leading marketing for North America and Brazil. She brings over two decades of marketing experience with beauty, consumer products, and retail brands, working at Fortune 500 companies delivering turnarounds and record-breaking marketing campaigns, including in marketing positions at Avon Products, Nestlé and Danone. She received her Master of Arts in Consumer Behavior from Michigan State University and Master of Business Administration from the Institute for Technology and Management in India.

 

 

About The Children’s Place

 

The Children’s Place is the largest pure-play children’s specialty retailer in North America with an omni-channel portfolio of brands. Its global retail and wholesale network includes two digital storefronts, more than 500 stores in North America, wholesale marketplaces and distribution in 15 countries through six international franchise partners. The Children’s Place designs, contracts to manufacture, and sells fashionable, high-quality, head-to-toe outfits predominantly at value prices. For more information, visit: www.childrensplace.com and www.gymboree.com.

 

Contact:  Investor Relations (201) 558-2400 ext. 14500

 

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Cover	Mar. 17, 2025
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Document Type	8-K
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Document Period End Date	Mar. 17, 2025
Entity File Number	0-23071
Entity Registrant Name	THE CHILDREN’S PLACE, INC.
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Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	500 Plaza Drive
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Title of 12(b) Security	Common Stock, $0.10 par value
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