Current Report Filing (8-k)

Date : 06/18/2019 @ 8:39PM
Source : Edgar (US Regulatory)
Stock : Signet Jewelers Ltd (SIG)
Quote : 20.58  2.69 (15.04%) @ 12:59AM
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Current Report Filing (8-k)


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): June 14, 2019

SIGNET JEWELERS LIMITED
(Exact name of registrant as specified in its charter)

Commission File Number: 1-32349

Bermuda
 
Not Applicable
(State or other jurisdiction of incorporation)
 
(IRS Employer Identification No.)

Clarendon House
2 Church Street
Hamilton
HM11
Bermuda
(Address of principal executive offices, including zip code)

(441) 296 5872
(Registrant’s telephone number, including area code)

(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:

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))

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class
Trading
Symbol(s)

Name of each exchange on which
registered
Common Shares of $0.18 each
SIG
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



ITEM 5.07.
Submission of Matters to a Vote of Security Holders.

(a) The Annual Meeting of Shareholders of Signet Jewelers Limited (the “Company”) was held on June 14, 2019.

(b) The following matters were voted upon at the Annual Meeting of Shareholders and the results of the voting were as follows:

Proposal One:

To elect eleven directors to the Company’s Board of Directors (the “Board”) to serve until the next Annual Meeting of Shareholders of the Company or until their respective successors are elected in accordance with the Bye-laws of the Company.

Director Nominee
 
For
 
Against
 
Abstain
 
Broker Non-Vote
H. Todd Stitzer
 
48,050,619
 
518,049
 
27,879
 
3,911,545
Virginia C. Drosos
 
42,349,304
 
6,222,403
 
24,840
 
3,911,545
R. Mark Graf
 
48,201,399
 
367,036
 
28,112
 
3,911,545
Zackery A. Hicks
 
48,205,043
 
280,571
 
110,933
 
3,911,545
Helen McCluskey
 
48,021,153
 
549,646
 
25,930
 
3,911,545
Sharon L. McCollam
 
48,210,200
 
359,923
 
26,424
 
3,911,545
Nancy A. Reardon
 
48,149,429
 
416,096
 
31,022
 
3,911,545
Jonathan Seiffer
 
48,202,027
 
283,876
 
110,644
 
3,911,545
Jonathan Sokoloff
 
48,167,342
 
401,274
 
27,931
 
3,911,545
Brian Tilzer
 
48,057,878
 
510,663
 
28,006
 
3,911,545
Eugenia Ulasewicz
 
48,132,724
 
437,737
 
26,086
 
3,911,545

Proposal Two:

To appoint KPMG LLP as independent auditor of the Company, to hold office until the conclusion of the next Annual Meeting of Shareholders of the Company and to authorize the Audit Committee of the Board to determine its compensation.

For
 
Against
 
Abstain
 
Broker Non-Vote
51,821,973
 
594,473
 
91,646
 
0

Proposal Three:

To approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the Company’s Proxy Statement (the “Say-on-Pay” vote).

For
 
Against
 
Abstain
 
Broker Non-Vote
41,296,699
 
7,241,762
 
58,086
 
3,911,545


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.

 
SIGNET JEWELERS LIMITED
Date: June 18, 2019
   
     
 
By:
/s/ Lynn Dennison
 
Name: 
Lynn Dennison
 
Title:
Chief Legal & Transformation Officer



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