Destination XL Group, Inc 8-K, filed Dec 20, 2021
Destination XL Group, Inc. (DXLG)
About this 8-K
Destination XL Group, Inc filed this 8-K on December 20, 2021, reporting on events of December 17, 2021.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): |
(Exact name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
||
|
|
|
|
|
|
||||
|
||||
(Address of Principal Executive Offices) |
|
(Zip Code) |
||
Registrant’s Telephone Number, Including Area Code: |
|
(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:
Securities registered pursuant to Section 12(b) of the Act:
|
|
Trading |
|
|
|
|
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the recommendation of the Nominating and Corporate Governance Committee, the Board of Directors of Destination XL Group, Inc. (the “Company”) appointed Carmen R. Bauza as a director of the Company on December 17, 2021. Ms. Bauza currently serves as a member of the board of managers of Claire’s Holdings LLC. Most recently, Ms. Bauza served as the Chief Merchandising Officer at Fanatics, Inc. from January 2019 until April 2021. Prior to that, she was the Chief Merchandising Officer at HSN from November 2016 until December 2017 and the Senior Vice President, General Merchandise Manager Consumables, Health and Wellness at Walmart from June 2007 to October 2016. She previously held roles at Bath & Body Works, Five Below and The Walt Disney Company. Ms. Bauza currently serves as a member of the board of trustees at Seton Hill University and as a member of the advisory board of RoundTable Healthcare Partners Council.
Ms. Bauza will serve as a director until the Company’s next annual meeting of stockholders, which is expected to be held in August 2022, at which time she will stand for re-election. Ms. Bauza has not been appointed to serve on any committees at this time. Upon her appointment to the Board, Ms. Bauza was entitled to receive a pro-rated portion of the Company's non-employee director compensation for the fourth quarter of fiscal 2021. As such, she will receive a prorated portion of the quarterly retainer of $30,000.
In connection with Ms. Bauza’s appointment to the Board, the size of the Company’s Board of Directors increased to seven members.
Item 7.01 Regulation FD Disclosure.
On December 20, 2021, the Company issued a press release, furnished herewith as Exhibit 99.1, announcing the appointment of Ms.Bauza.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 |
Press release dated December 20, 2021.
|
104 |
Cover Page Interactive Data File – The cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. |
|
|
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 thereunto duly authorized.
|
|
|
Destination XL Group, Inc. |
|
|
|
|
Date: |
December 20, 2021 |
By: |
/s/ Robert S. Molloy |
|
|
|
Robert S. Molloy |
|
Exhibit 99.1 |
Destination XL Group, Inc. Appoints Retail Veteran
Carmen R. Bauza to Board of Directors
CANTON, MA., December 20, 2021– Destination XL Group, Inc. (NASDAQ: DXLG), the largest omni-channel specialty retailer of big and tall men’s clothing and shoes, announced today that on Friday, December 17th, it appointed Carmen R. Bauza, 59, to the Company’s Board of Directors. She will serve as a director until the Company’s next annual meeting of stockholders, at which time she will stand for re-election. With her appointment, the size of the Company’s Board of Directors is seven members. Ms. Bauza is currently on the board of managers for privately-owned retailer Claire’s Stores Inc.
“We are excited to welcome Carmen to the board,” said President and CEO Harvey S. Kanter. “She will bring her expertise gathered over 30 years in retail focused on growth opportunities at Walmart, HSN and Fanatics. Carmen’s extensive retail experience will help us as we continue to serve the Big + Tall man wherever he wants to shop: on DXL.com, the App or in one of our stores nationwide.”
Ms. Bauza was born in Ponce, Puerto Rico, and graduated from Seton Hill University, a private university in Pennsylvania, with a Bachelor of Science degree in fashion merchandising. In addition to the companies referenced above, earlier in her career, Ms. Bauza also held positions at Disney and Five Below. She has also served on several boards, including Walmart de Mexico, S.A.B. de C.V (WMMVY), a $30B division of Walmart, Inc. Ms. Bauza has received numerous prestigious awards, including Latina Executive of the Year from Latina Style magazine; Top Women in Chain Pharmacy, from Drug Store News; Abriendo Puertas para Mujeres (Opening Doors for Women) Award from the Committee of Hispanic Children and Families of NYC; and Most Influential Woman of the Year from Mass Market Retailer.
About Destination XL Group, Inc.
Destination XL Group, Inc. is the leading retailer of Men’s Big + Tall apparel that delivers a Big + Tall shopping experience that fits -- fits his body, fits his style, fits his life. Subsidiaries of Destination XL Group, Inc. operate DXL Big + Tall retail and outlet stores throughout the United States as well as Toronto, Canada, Casual Male XL retail and outlet stores in the United States, and an e-commerce website, DXL.com, which offers a multi-channel solution similar to the DXL store experience with the most extensive selection of online products available anywhere for Big + Tall men. The Company is headquartered in Canton, Massachusetts, and its common stock is listed on the Nasdaq Global Market under the symbol "DXLG." For more information, please visit the Company's investor relations website: https://investor.dxl.com.
1