UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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 (§240.12b-2 of this chapter).
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| Item 8.01 | Other Events. |
On January 25, 2024, the Company and Peter Warwick, the Company’s Chief Executive Officer and President, mutually agreed to extend the term of his employment pursuant to the Amended and Restated Employment Agreement between the Company and Mr. Warwick, as amended by the First Amendment thereto, for an additional one-year period, namely from August 1, 2024 through July 31, 2025, in accordance with the provisions of the First Amendment. A copy of the agreement extending the Term is attached to this Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 | Letter Agreement, dated January 25, 2024, between Scholastic Corporation and Peter Warwick | |
| 104 | Cover Page Interactive Data File | |
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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.
| SCHOLASTIC CORPORATION | ||||||
| Date: January 25, 2024 | By: | /s/ Andrew S. Hedden | ||||
| Name: | Andrew S. Hedden | |||||
| Title: | Executive Vice President, General Counsel | |||||
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Exhibit 10.1
Mr. Peter Warwick
Scholastic Corporation
557 Broadway
New York, NY 10012
January 25, 2024
Dear Peter:
With reference to Section 2 of the Amended and Restated Employment Agreement by and between Scholastic Corporation and Peter Warwick which became effective as of August 1, 2021 (the “Agreement”), as amended by the First Amendment to Amended and Restated Employment Agreement dated October 4, 2023 (the “First Amendment”), this letter will evidence the mutual agreement of Scholastic Corporation and you to extend the Term (as defined in the First Amendment) of the Agreement, as so amended by the First Amendment, for an additional one year period, namely from August 1, 2024 through July 31, 2025.
If you are in agreement with the foregoing, kindly sign both copies of this letter and return one copy to Cristina Juvier, retaining the other copy for your records.
We are delighted that you will be continuing to serve as the Company’s Chief Executive Officer and President.
| Very truly yours, | ||
| Scholastic Corporation | ||
| By: | /s/ Cristina Juvier | |
| Cristina Juvier | ||
| Chief People Officer | ||
| Scholastic Corporation | ||
| Accepted and Agreed: | ||
| /s/ Peter Warwick | ||
| Peter Warwick | ||
| Chief Executive Officer and President | ||
| Scholastic Corporation | ||