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Published: 2022-08-05 07:27:45 ET
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8-K
false000081329800008132982022-08-042022-08-04

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

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

Date of Report (Date of earliest event reported): August 04, 2022

 

 

DESTINATION XL GROUP, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

01-34219

04-2623104

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

555 Turnpike Street

 

Canton, Massachusetts

 

02021

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 781 828-9300

 

 

(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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $0.01 per share

 

DXLG

 

The NASDAQ Stock Market LLC

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 5.07 Submission of Matters to a Vote of Security Holders.

 

On August 4, 2022, the Company held its Annual Meeting. Set forth below are the matters submitted at the Annual Meeting by the Board of Directors of the Company to a vote of stockholders and the final results of the voting for each proposal.

 

Proposal 1: Election of Directors.

 

The Company’s stockholders elected six directors to hold office until the 2022 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. The results of the voting were as follows:

 

 

FOR

 

AGAINST

 

ABSTAIN

 

Broker Non-Votes

 

Harvey S. Kanter

 

40,406,462

 

 

19,555

 

 

12,133

 

 

10,994,415

 

Carmen R. Bauza

 

40,402,016

 

 

25,959

 

 

10,175

 

 

10,994,415

 

Jack Boyle

 

40,194,906

 

 

233,449

 

 

9,795

 

 

10,994,415

 

Lionel F. Conacher

 

39,693,005

 

 

734,950

 

 

10,195

 

 

10,994,415

 

Willem Mesdag

 

34,328,899

 

 

6,099,456

 

 

9,795

 

 

10,994,415

 

Ivy Ross

 

39,692,495

 

 

735,591

 

 

10,064

 

 

10,994,415

 

Elaine K. Rubin

 

40,188,545

 

 

239,731

 

 

9,874

 

 

10,994,415

 

 

 

Proposal 2: Advisory Vote on Compensation of Named Executive Officers.

 

The compensation of the Company's named executive officers was approved by a non-binding advisory vote based upon the following votes:

 

FOR

 

AGAINST

 

ABSTAIN

 

Broker Non-Votes

 

 

 

39,287,032

 

 

185,577

 

 

965,541

 

 

10,994,415

 

 

 

 

 

Proposal 3: Ratification of Appointment of Independent Registered Public Accountants.

 

The appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year ending January 28, 2023 was ratified based upon the following votes:

 

FOR

 

AGAINST

 

ABSTAIN

 

 

 

51,263,973

 

 

159,135

 

 

9,457

 

 

 

 


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:

August 5, 2022

By:

/s/ Robert S. Molloy

 

 

 

Robert S. Molloy
General Counsel and Secretary