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

June 21, 2019
Date of Report (date of earliest event reported)
 

ASCENA RETAIL GROUP, INC.
(Exact name of Registrant as specified in its charter)
 
 
 
Delaware
0-11736
30-0641353
(State or other jurisdiction of
incorporation)
(Commission File Number)
(IRS Employer
Identification Number)

933 MacArthur Boulevard
Mahwah, New Jersey 07430
(Address of principal executive offices, including zip code)

(551) 777-6700
(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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))
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
ASNA
The Nasdaq Global Select Market
 
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 o
 
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. o


 




Item 5.02            Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

On June 21, 2019, Steven Kirshenbaum and Marc Lasry, members of the Board of Directors (the “Board”) of Ascena Retail Group, Inc. (the “Company”), each notified the Board of their decisions to resign from the Board effective as of June 30, 2019. Mr. Kirshenbaum is a member of the class of directors whose terms of office expire at the Company’s 2021 Annual Meeting Stockholders, and Mr. Lasry is a member of the class of directors whose terms of office expire at the Company’s 2019 Annual Meeting Stockholders. Mr. Kirshenbaum and Mr. Lasry each advised the Company that they have no disagreement with the Company on any matter relating to the Company’s operations, policies or practices and the decision was based solely on personal reasons. The Board has approved a reduction in the size of the Board from 12 to 10 directors effective upon the effectiveness of the resignations.








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.

ASCENA RETAIL GROUP, INC.
(Registrant)

Date: June 25, 2019

By:
/s/ Dan Lamadrid
 
Dan Lamadrid
 
Senior Vice President and Chief Accounting Officer
 
(Principal Accounting Officer)
 



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