Current Report Filing (8-k)
December 08 2017 - 5:11PM
Edgar (US Regulatory)
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):
December 8, 2017
MATTEL, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-05647
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95-1567322
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(State or other jurisdiction
of incorporation)
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(Commission
File No.)
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(I.R.S. Employer
Identification No.)
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333 Continental Boulevard, El Segundo, California
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90245-5012
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(Address of principal executive offices)
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(Zip Code)
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(310)
252-2000
Registrants telephone number, including area code
N/A
(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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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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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☐
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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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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).
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. ☐
Section 5 - Corporate Governance and Management
Item 5.04.
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Temporary Suspension of Trading Under Registrants Employee Benefit Plans.
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Mattel, Inc. (the
Company) has elected to change the trustee for the Mattel, Inc. Personal Investment Plan (the Plan). As a result of this change, there will be a blackout period in which Plan participants and beneficiaries temporarily will be
unable to (i) direct or diversify investments in their individual accounts or (2) obtain a distribution from the Plan. The blackout period will begin on December 29, 2017 and end no later than January 5, 2018 (the Blackout
Period).
On December 8, 2017, the Company sent a notice of the Blackout Period (the Blackout Period Notice) to the members of its
Board of Directors and executive officers pursuant to Section 306 of the Sarbanes-Oxley Act of 2002 and Rule 104 of Regulation BTR of the Securities Exchange Act of 1934, informing them that they would be prohibited during the Blackout Period
from purchasing and selling shares of the Companys common stock (including derivative securities pertaining to such shares) they acquire or have previously acquired in connection with their service or employment as a director or executive
officer of the Company.
A copy of the Blackout Period Notice is attached hereto as Exhibit 99.1 and is incorporated herein by reference. During the
Blackout Period and for a period of two years after the ending date of the Blackout Period, security holders or other interested persons may obtain, without charge, information about the actual beginning and ending dates of the Blackout Period and
other information regarding the Blackout Period by contacting Bill Whitman, Director Global Benefits, by telephone at (310)
252-3156,
or in writing, at 333 Continental Boulevard, El Segundo, California 90245.
Section 9 - Financial Statements and Exhibits
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits:
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.
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Date: December 8, 2017
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MATTEL, INC.
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By:
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/s/ Robert Normile
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Name:
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Robert Normile
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Title:
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Executive Vice President, Chief Legal Officer
and Secretary
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