Current Report Filing (8-k)
May 13 2022 - 04:21PM
Edgar (US Regulatory)
false 0000799288 0000799288 2022-05-11
2022-05-11
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): May 11, 2022
LANDS' END, INC.
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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001-09769
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36-2512786
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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1 Lands’ End Lane
Dodgeville, Wisconsin
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53595
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(608) 935-9341
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 (see General Instructions
A.2. below):
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☐
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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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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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LE
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The NASDAQ Stock Market LLC
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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.
☐
Item 5.07.Submission of Matters to
a Vote of
Security Holders.
On May 11, 2022, Lands’ End, Inc. (the “Company”) held its 2022
Annual Meeting of Stockholders (the “Annual
Meeting”). The items submitted to a stockholder vote at
the Annual Meeting are described in detail in the Company’s
definitive proxy statement for the Annual Meeting, filed with the
Securities and Exchange Commission on March 31,
2022. The results of such Stockholder votes are set
forth below:
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1.
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Election of Directors. Each
of Robert Galvin, Jerome Griffith, Elizabeth Leykum, Josephine
Linden, John T. McClain, Maureen Mullen Murphy, Jignesh Patel and
Jonah Staw was elected to the Board of Directors of the Company to
serve until the Company’s 2023 Annual Meeting of Stockholders or
until his or her successor is elected and qualified, or earlier
death, resignation, disqualification or removal. The votes on this
matter were as follows:
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Name
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For
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Withheld
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Broker Non-Votes
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Robert Galvin
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29,466,685
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662,374
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1,259,649
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Jerome Griffith
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29,389,055
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740,004
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1,259,649
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Elizabeth Leykum
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29,286,140
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842,919
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1,259,649
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Josephine Linden
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29,165,490
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963,569
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1,259,649
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John T. McClain
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29,876,732
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252,327
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1,259,649
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Maureen Mullen Murphy
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29,878,515
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250,544
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1,259,649
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Jignesh Patel
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29,696,750
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432,309
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1,259,649
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Jonah Staw
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29,695,272
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433,787
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1,259,649
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2.
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Advisory Vote to Approve the Compensation of the Company’s Named
Executive Officers. The
Stockholders approved, on a non-binding advisory basis, the
compensation of the Company’s named executive officers. The votes
on this matter were as follows:
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For
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Against
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Abstain
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Broker Non-Votes
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27,512,386
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2,603,212
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13,461
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1,259,649
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3.
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Ratification of the Appointment of BDO USA, LLP as the Company’s
Independent Registered
Public Accounting Firm for Fiscal Year 2022. The
Stockholders ratified the appointment of BDO USA, LLP
as the
Company’s independent registered public accounting firm for fiscal
year 2022. The votes on this matter were as
follows:
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For
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Against
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Abstain
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31,351,242
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20,484
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16,982
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SIGNATURE
Pursuant to the requirements of the Securities and 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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LANDS' END, INC.
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Date: May 13, 2022
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By: /s/ Peter
L. Gray
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Name: Peter L. Gray
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Title: Executive Vice President, Chief
Administrative Officer and General Counsel
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