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): July 2, 2013
TRANS WORLD ENTERTAINMENT CORPORATION
(Exact name of registrant as specified in its charter)
| New York | 0-14818 | 14-1541629 |
| (State or other jurisdiction of incorporation or organization) |
(Commission file number) | (I.R.S. Employer Identification No.) |
38 Corporate Circle,
Albany, New York 12203
(Address of principal executive offices)
(518) 452-1242
(Registrant’s telephone number, including area code)
Not Applicable
(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)) |
Item 5.07. Submission of Matters to a Vote of Security Holders
At the Annual Meeting, the stockholders of the Company voted on the following proposals, which are more fully described in our proxy statement:
Proposal No. 1 – Election of Directors; and
Proposal No. 2 – Advisory Vote to Approve Named Executive Officer Compensation; and
Proposal No. 3 – Advisory Vote on Frequency of Holding Future Advisory Votes on Executive Compensation; and
On the record date for the Annual Meeting, there were 33,063,582 shares issued, outstanding and entitled to vote. Shareholders holding 25,540,233 shares were present at the meeting, in person or represented by proxy. The results of the voting at the Annual Meeting were as follows:
PROPOSAL NO. 1 – ELECTION OF DIRECTORS
| Director | Votes For | Votes Against | Broker Non-Votes | |||
| Robert J. Higgins | 25,515,538 | 24,695 | 0 | |||
| Isaac Kaufman | 25,421,447 | 118,786 | 0 | |||
| Robert Marks | 25,470,868 | 69,365 | 0 | |||
| Dr. Joseph Morone | 25,470,968 | 69,265 | 0 | |||
| Michael Nahl | 25,470,950 | 69,283 | 0 | |||
| Michael Solow | 25,515,739 | 24,494 | 0 |
PROPOSAL NO. 2 - Advisory Vote to Approve Named Executive Officer Compensation
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 21,639,870 | 1,986,974 | 1,913,389 | 0 |
PROPOSAL NO. 3 - Advisory Vote on Frequency of Holding Future Advisory Votes on Executive Compensation
| One Year | Two Years | Three Years | Abstain | |||
| 7,953,081 | 7,454 | 17,536,009 | 43,689 |
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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.
| Dated: July 5, 2013 | TRANS WORLD ENTERTAINMENT CORPORATION | ||
| By: | /s/ John Anderson | ||
| Name: John Anderson Title: Chief Financial Officer | |||
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