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): September 9, 2004
BIG LOTS, INC.
(Exact name of registrant as specified in its charter)
Ohio 1-8897 06-1119097
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
300 Phillipi Road, Columbus, Ohio 43228
(Address of principal executive office) (Zip Code)
(614) 278-6800
(Registrant's telephone number, including area code)
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
Pursuant to the Big Lots, Inc. Amended and Restated Director Stock
Option Plan, as amended (the "Director Plan"), Big Lots, Inc. ("Company") grants
to its outside directors the right to purchase the Company's common shares. The
Nominating and Compensation Committee of the Company's Board of Directors
("Nominating and Compensation Committee") has adopted a form of agreement under
which grants are made to the outside directors under the Director Plan. Filed
with this Current Report on Form 8-K as Exhibit 10.1 is the form of agreement
for the Director Plan.
Pursuant to the Big Lots, Inc. 1996 Performance Incentive Plan, as
amended (the "Incentive Plan"), the Company grants to certain of its employees,
including the "named executive officers" (as that term is defined in Item
402(a)(3) of Regulation S-K), the right to purchase the Company's common shares.
The Nominating and Compensation Committee has adopted a form of agreement under
which grants are made to employees under the Incentive Plan. Filed with this
Current Report on Form 8-K as Exhibit 10.2 is the form of agreement for the
Incentive Plan.
Item 9.01. Financial Statements and Exhibits
Exhibit
Number Description
--------- -------------------
10.1 Form of Agreement under the Big Lots, Inc.
Amended and Restated Director Stock Option
Plan
10.2 Form of Agreement under the Big Lots, Inc.
1996 Performance Incentive Plan
SIGNATURE
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.
BIG LOTS, INC.
By: /s/ Charles W. Haubiel II
-------------------------------
Charles W. Haubiel II
Vice President, General Counsel
and Corporate Secretary
Date: September 13, 2004