DESTINATION MATERNITY CORPORATION (NASDAQ:DEST) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December20, 2016, J. Daniel Plants resigned, effective as of
such date, from his position as a director of Destination
Maternity Corporation (the Company).
A copy of the press release issued by the Company announcing the
resignation is attached hereto as Exhibit 99.1 and incorporated
herein by reference.
| Item5.03. |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On December22, 2016, the Companys Board of Directors voted to
amend the Bylaws of the Company (the Bylaws) in order to
implement a forum selection provision providing that, unless the
Company consents otherwise, the Court of Chancery of the State of
Delaware shall be the sole and exclusive forum in which certain
types of litigation can be brought against the Company (the
Bylaw Amendment). The Bylaw Amendment addresses four areas
of stockholder litigation related to the internal affairs of the
Company: derivative actions; actions asserting breaches of
fiduciary duty; actions asserting claims related to any provision
of the Delaware General Corporation Law, Certificate of
Incorporation of the Company or the Bylaws; and actions asserting
claims governed by the internal affairs doctrine.
This description of the Bylaw Amendment does not purport to be
complete and is qualified in its entirety by reference to the
Bylaw Amendment which is attached hereto as Exhibit3.1 and
incorporated by reference herein.
| Item9.01 | Financial Statements and Exhibits. |
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ExhibitNo. |
Description |
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| 3.1 |
Amendment to the Bylaws of Destination Maternity Corporation (effective December 22, 2016). |
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| 99.1 | Press Release dated December 23, 2016. |
About DESTINATION MATERNITY CORPORATION (NASDAQ:DEST)