BURL 8-K
Burlington Stores, Inc. (BURL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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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).
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. |
Burlington Stores, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on May 22, 2024. A total of 61,004,741 shares of the Company’s common stock, representing 95.5% of the shares outstanding and eligible to vote and constituting a quorum, were voted at the Annual Meeting. The Company’s stockholders voted on the following proposals at the Annual Meeting:
The proposals are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 5, 2024. The final voting results with respect to each proposal are set forth below.
1. Election of Directors
Name |
For |
Against |
Abstained |
Broker Non-Votes |
Michael Goodwin |
60,035,772 |
112,263 |
17,999 |
838,707 |
William McNamara |
58,775,485 |
1,344,127 |
46,422 |
838,707 |
Michael O'Sullivan |
59,996,442 |
151,653 |
17,939 |
838,707 |
Jessica Rodriguez |
59,435,857 |
710,082 |
20,095 |
838,707 |
2. Ratification of Appointment of Independent Registered Certified Public Accounting Firm
For |
Against |
Abstained |
Broker Non-Votes |
59,172,164 |
1,814,324 |
18,253 |
N/A |
3. Advisory Vote on Compensation of Named Executive Officers
For |
Against |
Abstained |
Broker Non-Votes |
49,816,645 |
10,326,325 |
23,064 |
838,707 |
4. Approval of Amendment to the Company’s Amended and Restated Certificate of Incorporation Providing for Officer Exculpation Under Delaware Law
For |
Against |
Abstained |
Broker Non-Votes |
53,411,913 |
6,715,590 |
38,531 |
838,707 |
5. Approval of Amendment to the Company’s Amended and Restated Certificate of Incorporation to Declassify the Board of Directors
For |
Against |
Abstained |
Broker Non-Votes |
60,151,230 |
8,936 |
5,868 |
838,707 |
SIGNATURE
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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BURLINGTON STORES, INC. |
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/s/ David Glick
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David Glick Group Senior Vice President of Investor Relations and Treasurer |
Date: May 28, 2024