UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 10, 2011
rue21, inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware | 1-34536 | 25-1311645 | ||
(State or other jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
800 Commonwealth Drive Warrendale, Pennsylvania |
15086 (Zip Code) |
|
(Address of principal executive offices) |
(724) 776-9780
(Registrants telephone number including area code)
(Registrants 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 communication 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-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Stockholders of rue21, inc., (the Company) held on June 10, 2011, the
Companys stockholders elected the Companys nominee for a Class II director for a three-year term
expiring in 2014, ratified the appointment of Ernst & Young, LLP, as the Companys independent
registered public accounting firm for the fiscal year ending January 28, 2012, approved, on a
non-binding basis, the compensation of the Companys named executive officers as described in the
Companys Proxy Statement for the Annual Meeting (Say on Pay), and approved, on a non-binding
basis, the Boards recommendation that Say on Pay votes be held on an annual basis.
The final results of the voting were as follows:
Broker Non- | ||||||||||||
For | Withheld | Votes | ||||||||||
Election of Director |
21,871,999 | 1,488,753 | 475,048 | |||||||||
Alex Pellegrini |
Broker Non- | ||||||||||||||||
For | Against | Abstentions | Votes | |||||||||||||
Ratification of the Appointment
of Independent Registered Public
Accounting Firm |
23,811,744 | 24,056 | 0 | | ||||||||||||
Approval of Compensation Paid
To Named Executive Officers
(Say on Pay) |
21,050,259 | 2,307,168 | 3,325 | 475,048 |
Broker Non- | ||||||||||||||||||||
Every 1 Yr. | Every 2 Yrs. | Every 3 Yrs. | Abstain | Votes | ||||||||||||||||
Frequency of
Say on Pay Votes
|
21,740,775 | 995 | 1,617,862 | 1,120 | 475,048 |
Based on the Board of Directors recommendation in the Proxy Statement and the voting results with
respect to the advisory vote on the frequency of future Say on Pay votes, the Company has adopted a
policy to hold Say on Pay votes annually.
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 hereunto duly authorized.
rue21, inc. |
||||
By: | /s/ Stacy Siegal | |||
Stacy Siegal | ||||
Vice President and General Counsel | ||||
June 15, 2011