Tailored Brands,Inc. (NYSE:TLRD) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June21, 2018, the shareholders of Tailored Brands,Inc. (the “Company”) adopted the Amended and Restated Tailored Brands,Inc. Employee Stock Purchase Plan (the Company’s Employee Stock Purchase Plan, being referred to herein as the “Amended Plan”). A copy of the Amended Plan is filed herewith as Exhibit10.1 and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) On June21, 2018, the Company held its Annual Meeting of Shareholders. At the meeting, the shareholders voted on the following proposals:
1. the election of nine directors to the Company’s Board of Directors for the coming year;
2. the ratification of Deloitte& Touche LLP as the Company’s independent registered public accounting firm for fiscal 2018;
3. approval, on an advisory basis, of the compensation of the Company’s named executive officers; and
4. adoption of the Amended and Restated Tailored Brands,Inc. Employee Stock Purchase Plan.
(b) The nine nominees to the Board of Directors of the Company were elected at the meeting and proposals 2, 3 and 4 each received the affirmative votes required for approval.
The number of shares voted for, against and withheld, as well as the number of broker non-votes and abstentions, as the case may be, as to each proposal were as follows:
Proposal 1 — Election of Directors:
Nominee |
SharesVotedFor |
SharesWithheld |
BrokerNon-Votes |
Dinesh S. Lathi |
40,857,906 |
369,026 |
4,950,542 |
David H. Edwab |
40,263,743 |
963,189 |
4,950,542 |
Douglas S. Ewert |
40,903,011 |
323,921 |
4,950,542 |
Irene Chang Britt |
40,660,475 |
566,457 |
4,950,542 |
Rinaldo S. Brutoco |
40,484,561 |
742,371 |
4,950,542 |
Sue Gove |
40,987,025 |
239,907 |
4,950,542 |
Theo Killion |
40,899,641 |
327,291 |
4,950,542 |
Grace Nichols |
41,049,585 |
177,347 |
4,950,542 |
Sheldon I. Stein |
40,727,937 |
498,995 |
4,950,542 |