Shoe Carnival Inc Sample Contracts

Shoe Carnival Inc – SHOE CARNIVAL, INC. EMPLOYMENT AND NONCOMPETITION AGREEMENT (April 2nd, 2019)

This EMPLOYMENT AND NONCOMPETITION AGREEMENT (the “Agreement”) is made and entered into as of ______September 10_________, 2018 (“Effective Date”), by and between SHOE CARNIVAL, INC., an Indiana corporation with its principal offices located at 7500 East Columbia Street, Evansville, Indiana (the “Company”), and MARK WORDEN (“You” or the “Employee”).

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2017 EQUITY INCENTIVE PLAN Performance Stock Unit Award Agreement (Executive Officers) (March 25th, 2019)

Shoe Carnival, Inc. (the “Company”), pursuant to its 2017 Equity Incentive Plan (the “Plan”), hereby grants an award of Performance Stock Units to you, the Participant named below.  The terms and conditions of this Award are set forth in this Performance Stock Unit Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages and the attached Exhibit A, and in the Plan document, a copy of which has been provided or otherwise made available to you and is incorporated by reference and made a part of this Agreement.  Any capitalized term that is used but not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2017 EQUITY INCENTIVE PLAN Performance Stock Unit Award Agreement (Executive Officers) (April 13th, 2018)

Shoe Carnival, Inc. (the "Company"), pursuant to its 2017 Equity Incentive Plan (the "Plan"), hereby grants an award of Performance Stock Units to you, the Participant named below.  The terms and conditions of this Award are set forth in this Performance Stock Unit Award Agreement (the "Agreement"), consisting of this cover page and the Terms and Conditions on the following pages and the attached Exhibit A, and in the Plan document, a copy of which has been provided or otherwise made available to you and is incorporated by reference and made a part of this Agreement.  Any capitalized term that is used but not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

Shoe Carnival Inc – SHOE CARNIVAL, INC. Restricted Stock Award Agreement Under the 2017 Equity Incentive Plan (Non-Employee Directors) (August 31st, 2017)

Shoe Carnival, Inc. (the “Company”), pursuant to its 2017 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock to you, the Participant named below. The terms and conditions of this Restricted Stock Award are set forth in this Restricted Stock Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided or otherwise made available to you and is incorporated herein by reference and made a part of this Agreement. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan, as it currently exists or as it is amended in the future.

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2017 EQUITY INCENTIVE PLAN Restricted Stock Unit Award Agreement (Executive Officers) (August 31st, 2017)

Shoe Carnival, Inc. (the “Company”), pursuant to its 2017 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Restricted Stock Unit Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided or otherwise made available to you and is incorporated by reference and made a part of this Agreement. Any capitalized term that is used but not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2017 EQUITY INCENTIVE PLAN (June 15th, 2017)
Shoe Carnival Inc – second AMENDMENT TO CREDIT AGREEMENT (March 29th, 2017)

THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is made and entered into as of March 27, 2017, by and among SHOE CARNIVAL, INC., an Indiana corporation (the “Borrower”), the Banks (as defined herein) party hereto, and WELLS FARGO BANK, N.A., a national banking association, as successor-by-merger to Wachovia Bank, National Association (together with its successors and assigns, the “Agent”), as Agent on behalf of itself and the Banks.

Shoe Carnival Inc – INCENTIVE COMPENSATION PLAN (June 17th, 2016)
Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 4th, 2016)

The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of the Company’s named executive officers and directors.

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2000 STOCK OPTION AND INCENTIVE PLAN (AS AMENDED) (June 10th, 2015)
Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 16th, 2015)

The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of the Company’s named executive officers and directors.

Shoe Carnival Inc – THE EXECUTIVE NONQUALIFIED EXCESS PLAN PLAN DOCUMENT THE EXECUTIVE NONQUALIFIED EXCESS PLAN (April 10th, 2014)
Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 10th, 2014)

The following summarizes certain compensation decisions taken by the Compensation Committee (the “Committee”) and/or the Board of Directors (“Board”) of Shoe Carnival, Inc. (the “Company”), with respect to the compensation of the Company’s named executive officers and directors.

Shoe Carnival Inc – AMENDED AND RESTATED ARTICLES OF INCORPORATION OF SHOE CARNIVAL, INC. (June 14th, 2013)

Shoe Carnival, Inc., a corporation existing pursuant to the provisions of the Indiana Business Corporation Law, as amended, pursuant to action of its Board of Directors, hereby amends and restates its Restated Articles of Incorporation in their entirety in accordance with Indiana Code 23-1-38-7.  These Amended and Restated Articles of Incorporation shall supersede and take the place of the existing Restated Articles of Incorporation of Shoe Carnival, Inc., filed with the Indiana Secretary of State on July 16, 1996, and all subsequent amendments thereto.  These Amended and Restated Articles of Incorporation are dated June 14, 2013 and hereby read in their entirety as follows:

Shoe Carnival Inc – BY-LAWS OF SHOE CARNIVAL, INC. (As last amended effective June 13, 2013 to amend Articles II and III) (June 14th, 2013)
Shoe Carnival Inc – Notice of Grant of Award and Award Agreement Shoe Carnival, Inc. ID: 35-1736614 7500 E. Columbia Street Evansville, IN 47715 [Name] [Address] Award Number: Plan: ID: 2000 (June 13th, 2013)

Effective [Grant Date], you have been granted a restricted stock award of [Number of Shares] shares of Shoe Carnival, Inc. (the Company) common stock. The value of the award on the date of grant is $[            ].

Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 15th, 2013)

The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of the Company’s named executive officers and directors.

Shoe Carnival Inc – FIRST AMENDMENT TO CREDIT AGREEMENT (April 15th, 2013)

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is made and entered into as of April 10, 2013, by and among SHOE CARNIVAL, INC., an Indiana corporation (the “Borrower”), the Banks (as defined herein) party hereto, and WELLS FARGO BANK, N.A., a national banking association, as successor-by-merger to Wachovia Bank, National Association (together with its successors and assigns, the “Agent”), as Agent on behalf of itself and the Banks.

Shoe Carnival Inc – EMPLOYMENT AND NONCOMPETITION AGREEMENT (April 15th, 2013)

This EMPLOYMENT AND NONCOMPETITION AGREEMENT (the "Agreement") is made and entered into as of the 4th day of December, 2012, by and between SHOE CARNIVAL, INC., an Indiana corporation with its principal offices located at 7500 East Columbia Street, Evansville, Indiana (the "Company"), and CARL N. SCIBETTA, an individual residing at 4252 Birkshire Heights, Fort Mill, South Carolina (the "Employee").

Shoe Carnival Inc – Evansville, Indiana, December 7, 2012 - Shoe Carnival, Inc. (NASDAQ: SCVL) a leading retailer of value-priced footwear and accessories, announced today that its Board of Directors has approved the payment of a quarterly cash dividend and a special cash dividend. The quarterly cash dividend of $0.05 per share and the special cash dividend of $1.00 per share will be paid on December 28, 2012, to shareholders of record as of the close of business on December 17, 2012. Future declarations of dividends are subject to approval of the Board of Directors and will depend on the Company's results of ope (December 7th, 2012)
Shoe Carnival Inc – Shoe Carnival, Inc. Notice of Grant of Award ID: 35-1736614 and Award Agreement 7500 E. Columbia Street Evansville, IN 47715 (October 19th, 2012)

Effective [Grant Date], you have been granted a restricted stock award of [Number of Shares] shares (the "Shares") of Shoe Carnival, Inc. (the "Company") common stock.

Shoe Carnival Inc – SEPARATION AND RELEASE AGREEMENT (October 19th, 2012)

This Separation and Release Agreement ("Agreement") is entered into by and between SHOE CARNIVAL, INC. (the "Company"), and MARK L. LEMOND ("Lemond").

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2000 STOCK OPTION AND INCENTIVE PLAN (AS AMENDED) (June 15th, 2012)
Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 12th, 2012)

The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of the Company’s named executive officers and directors.

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2006 EXECUTIVE INCENTIVE COMPENSATION PLAN, AS AMENDED (June 17th, 2011)
Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 14th, 2011)

The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of the Company’s named executive officers.

Shoe Carnival Inc – EMPLOYMENT AND NONCOMPETITION AGREEMENT (April 14th, 2011)

This EMPLOYMENT AND NONCOMPETITION AGREEMENT (the "Agreement") is made and entered into as of the 7th day of April, 2011, by and between SHOE CARNIVAL, INC., an Indiana corporation with its principal offices located at 7500 East Columbia Street, Evansville, Indiana (the "Company"), and KATHY YEARWOOD, an individual residing at 8820 Darnell School Road, Mt. Vernon, Indiana 47620 (the "Employee").

Shoe Carnival Inc – SHOE CARNIVAL, INC. 2000 STOCK OPTION AND INCENTIVE PLAN (AS AMENDED) (December 9th, 2010)
Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 15th, 2010)

The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of the Company’s named executive officers.

Shoe Carnival Inc – CREDIT AGREEMENT DATED AS OF JANUARY 20, 2010 AMONG SHOE CARNIVAL, INC., AS BORROWER, THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO AS “BANKS,” AND WACHOVIA BANK, NATIONAL ASSOCIATION, AS AGENT (January 26th, 2010)

This CREDIT AGREEMENT (the “Agreement”) is made and entered into as of January 20, 2010, by and among SHOE CARNIVAL, INC., an Indiana corporation (“Borrower”), the financial institutions from time to time party hereto (collectively, the “Banks” and each, a “Bank”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as agent for the Banks (together with its successors and assigns in such capacity, “Agent”).

Shoe Carnival Inc – BY-LAWS OF SHOE CARNIVAL, INC. (As last amended on June 9, 2009 to amend Articles I and III) (June 12th, 2009)
Shoe Carnival Inc – 7500 East Columbia Street Contact Mark L. Lemond (May 28th, 2009)

Evansville, Indiana, May 28, 2009 - Shoe Carnival, Inc. (Nasdaq: SCVL) a leading retailer of value-priced footwear and accessories, today announced sales and earnings for the first quarter ended May 2, 2009.

Shoe Carnival Inc – SUMMARY COMPENSATION SHEET (April 16th, 2009)

The following summarizes certain compensation decisions taken by the Compensation Committee (the "Committee") and/or the Board of Directors ("Board") of Shoe Carnival, Inc. (the "Company"), with respect to the compensation of executive officers.

Shoe Carnival Inc – AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT (December 17th, 2008)

This AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT (the "Agreement") is an amendment and complete restatement of the Employment and Noncompetition Agreement made and entered into as of the 31st day of December, 2006, by and between SHOE CARNIVAL, INC., an Indiana corporation with its principal offices located at 7500 East Columbia Street, Evansville, Indiana (the "Company"), and MARK L. LEMOND, an individual residing at 2477 Hidden Oak Ct., Newburgh, Indiana (the "Employee"). This restatement is intended to conform the Agreement to the applicable provisions of the final regulations interpreting Section 409A of the Internal Revenue Code of 1986, as amended ("Code") and Revenue Ruling 2008-13.

Shoe Carnival Inc – AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT (December 17th, 2008)

This AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT (the "Agreement") is an amendment and complete restatement of the Employment and Noncompetition Agreement made and entered into as of the 31st day of December, 2006, by and between SHOE CARNIVAL, INC., an Indiana corporation with its principal offices located at 7500 East Columbia Street, Evansville, Indiana (the "Company"), and CLIFTON E. SIFFORD, an individual residing at 3255 Brookfield Drive, Newburgh, Indiana (the "Employee"). This restatement is intended to conform the Agreement to the applicable provisions of the final regulations interpreting Section 409A of the Internal Revenue Code of 1986, as amended ("Code") and Revenue Ruling 2008-13.