8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,

DC 20549

FORM 8-K

CURRENT

REPORT

Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934

Date of report (Date of earliest event reported):

May 7, 2025

Delaware

(State or Other Jurisdiction of Incorporation)

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 Instruction A.2. below):

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 (§240.12-b-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 pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

At the 2025 Annual Meeting of Stockholders of The Children’s Place, Inc. (the “Company”) held on May 7, 2025 (the “2025 Annual Meeting of Stockholders”), the Company’s stockholders voted on: (i) the election of each of the Company’s six nominees for Director for a one-year term expiring in 2026; (ii) the ratification of the appointment of BDO USA, P.C., as the Company’s independent registered public accounting firm for the Company’s fiscal year ending January 31, 2026; (iii) the approval of an amendment to the Company’s Charter to eliminate the prohibition against stockholders acting by written consent without a stockholder meeting; (iv) the approval of an amendment to the Company’s Charter to provide stockholders the right to fill vacancies on the Board in any circumstance; (v) the approval of an amendment to the Company’s Charter to make certain housekeeping amendments; and (vi) the approval, on an advisory, non-binding basis, of the compensation of the Company’s named executive officers as described in the Company’s proxy statement for the 2025 Annual Meeting of Stockholders.

The results of the voting were as follows:

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Following their election to the Board of Directors (the “Board”) of the Company at the 2025 Annual Meeting of Stockholders, the Company appointed the membership and leadership of each of the Company’s Board committees as follows:

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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 7, 2025

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