apr28k.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing
| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
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| Washington, D.C. 20549 |
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| FORM 8-K |
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| CURRENT REPORT |
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| Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 |
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| Date of Report (Date of earliest event reported): April 1, 2007 |
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| SEARS HOLDINGS CORPORATION |
| (Exact name of registrant as specified in charter) |
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| Delaware |
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000-51217 |
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20-1920798 |
| (State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
| of incorporation) |
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Identification No.) |
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| 3333 Beverly Road |
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60179 |
| Hoffman Estates, Illinois |
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(Zip code) |
| (Address of principal executive offices) |
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| Registrant's telephone number, including area code: (847) 286-2500 |
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| (Former name or former address, if changed since last report): Not Applicable |
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| 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): |
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| [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 |
| CFR 240.14d-2(b)) |
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| [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 |
| CFR 240.13e-4(c)) |
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| Section 5 – |
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Corporate Governance and Management |
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| Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; |
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Appointment of Certain Officers; Compensatory Arrangements of Certain |
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Officers |
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| (b) |
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On April 1, 2007, Donald J. Carty advised Sears Holdings Corporation (the |
| “Company”) of his decision not to stand for re-election as a director at the Company’s |
| annual meeting scheduled to be held on May 4, 2007 (the “Annual Meeting”). Mr. Carty, |
| who was named Vice Chairman and Chief Financial Officer of Dell Inc. in January 2007, |
| plans to devote more time to Dell matters. |
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Mr. Carty has indicated his intention to continue to serve as a director until the |
| Annual Meeting. |
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The Company’s press release announcing Mr. Carty’s decision not to stand for re- |
| election is filed herewith as Exhibit 99.1 and is incorporated by reference herein. |
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| Item 9.01 |
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Financial Statements and Exhibits. |
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(d) Exhibits |
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Exhibit 99.1 – Press release of Sears Holdings Corporation dated April |
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2, 2007 |
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 thereunto duly authorized.
| SEARS HOLDINGS CORPORATION |
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| By: |
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/s/William K. Phelan |
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William K. Phelan |
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Vice President and Controller |
| Exhibit Index |
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| Exhibit No. |
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Description |
| _________ _________________________ |
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| 99.1 |
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Press Release of Sears Holdings |
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Corporation dated April 2, 2007 |