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:  April 15, 2011
(Date of earliest event reported)

 

CHRISTOPHER & BANKS CORPORATION

(Exact name of registrant as specified in its charter)

 

Commission File Number:  001-31390

 

 

 

2400 Xenium Lane North
Plymouth, Minnesota 55441
 (Address of principal executive offices, including zip code)

 

(763) 551-5000
 (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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

New Forms of Award Agreements

 

Effective April 15, 2011, the Compensation Committee of the Board of Directors of Christopher & Banks Corporation (the “Company”) approved forms of a (1) Non-Qualified Stock Option Agreement under the Company’s Second Amended and Restated 2005 Stock Incentive Plan (“2005 Plan”); (2) Restricted Stock Agreement (Time-Based Vesting) under the 2005 Plan; (3) Restricted Stock Agreement (Performance-Based Vesting) under the 2005 Plan; and (4) Restricted Stock Rights Agreement (Performance-Based Vesting) (Fiscal 2012 Annual Incentive Program) under the 2005 Plan.

 

Copies of these forms of agreements are filed as Exhibits 10.1 through 10.4 to this Current Report on Form 8-K and are incorporated herein by reference.  The descriptions of the award agreements included in this Form 8-K are qualified in their entirety by reference to the attached award agreements.

 

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Item 9.01  Financial Statements and Exhibits.

 

(d)           Exhibits.

 

10.1		Form of Non-Qualified Stock Option Agreement under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.
10.2		Form of Restricted Stock Agreement (Time-Based Vesting) under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.
10.3		Form of Restricted Stock Agreement (Performance-Based Vesting) under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.
10.4		Form of Restricted Stock Rights Agreement (Performance-Based Vesting) (Fiscal 2012 Annual Incentive Program) under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.

 

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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.

 

	CHRISTOPHER & BANKS CORPORATION
	By:	/s/ Michael J. Lyftogt
		Michael J. Lyftogt
		Senior Vice President, Chief Financial Officer
Date:  April 15, 2011

 

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EXHIBIT INDEX

 

Exhibit Number		Description
10.1		Form of Non-Qualified Stock Option Agreement under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.
10.2		Form of Restricted Stock Agreement (Time-Based Vesting) under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.
10.3		Form of Restricted Stock Agreement (Performance-Based Vesting) under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.
10.4		Form of Restricted Stock Rights Agreement (Performance-Based Vesting) (Fiscal 2012 Annual Incentive Program) under the Christopher & Banks Corporation Second Amended and Restated 2005 Stock Incentive Plan.

 

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