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NORDSTROM INC Form 8-K Current Report Filed SECURITIES AND EXCHANGE COMMISSION FORM 8-K Current report filing Filing Date: 2016-02-26 | Period of Report: 2016-02-23 SEC Accession No. 0000072333-16-000219 (HTML Version on secdatabase.com) FILER NORDSTROM INC Mailing Address Business Address 1617 SIXTH AVENUE 1617 SIXTH AVENUE CIK:72333| IRS No.: 910515058 | State of Incorp.:WA | Fiscal Year End: 0128 SEATTLE WA 98101 SEATTLE WA 98101-4407 Type: 8-K | Act: 34 | File No.: 001-15059 | Film No.: 161462352 2066282111 SIC: 5651 Family clothing stores Copyright © 2016 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 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) February 23, 2016 NORDSTROM, INC. (Exact name of registrant as specified in its charter) Washington 001-15059 91-0515058 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1617 Sixth Avenue, Seattle, Washington 98101 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (206) 628-2111 Inapplicable (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)) Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On February 23, 2016, the Board of Directors of the Company (the "Board"), upon recommendation of its Corporate Governance and Nominating Committee, appointed Bradley D. Tilden, Chairman and Chief Executive Officer of Alaska Air Group, to serve as a member of the Board. This appointment was effective immediately. At the time of his appointment, Mr. Tilden was also appointed to the Audit and Finance Committees of the Board. A copy of the Company's press release announcing Mr. Tilden's appointment is attached hereto as Exhibit 99.1 and is incorporated herein by reference. As a nonemployee director, Mr. Tilden will receive compensation for his services on the Board equivalent to the cash retainer and common stock award compensation described under the caption "Director Compensation" of the Company's proxy statement that was filed with the Securities and Exchange Commission on March 26, 2015. He will also be eligible to participate in the Company's other compensation benefit plans and programs for nonemployee directors as described in the proxy statement. The Company plans to enter into its standard Independent Director Indemnification Agreement with Mr. Tilden, the form of which was filed with the Securities and Exchange Commission as an exhibit to the Company's Annual Report on Form 10-K for the year ended January 29, 2011. Mr. Tilden and the Company are not parties to any transaction requiring disclosure under Item 404(a) of Regulation S- K. ITEM 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year On February 23, 2016, the Board approved an amendment to the Company’s Bylaws (the “Bylaw Amendment”). The Bylaw Amendment was effective at adoption, and was approved in connection with Mr. Tilden’s appointment as a director as described in Item 5.02 above. The sole amendment consisted of increasing the maximum number of directors from fifteen (15) to sixteen (16). On February 24, 2016, the Board, upon recommendation of its Corporate Governance and Nominating Committee and in connection with the nomination of twelve (12) Directors to be elected at the 2016 Annual Meeting of Shareholders, approved an amendment and restatement of the Company’s Bylaws (the “Amended and Restated Bylaws”). The Amended and Restated Bylaws were effective upon adoption. As a result of the adoption of the Amended and Restated Bylaws, the maximum number of directors was reduced from sixteen (16) to twelve (12). In accordance with the provisions of Washington law, this decrease in the number of Directors does not have the effect of shortening the term of any incumbent Director. The foregoing summary of the amendments contained within the Company’s Amended and Restated Bylaws is qualified in its entirety by the text of the Amended and Restated Bylaws, a copy of which is attached as Exhibit 3.1 and is incorporated herein by reference. ITEM 8.01 Other Events On February 24, 2016, Nordstrom, Inc. issued a press release announcing that the Board has approved a quarterly dividend. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. ITEM 9.01 Financial Statements and Exhibits 3.1 Bylaws, as amended and restated on February 24, 2016. 99.1 Press release of Nordstrom, Inc., dated February 23, 2016. 99.2 Press release of Nordstrom, Inc., dated February 24, 2016. Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 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. NORDSTROM, INC. (Registrant) /s/ Robert B. Sari Robert B. Sari Executive Vice President, General Counsel and Corporate Secretary Date: February 26, 2016 Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION 3.1 Bylaws, as amended and restated on February 24, 2016. 99.1 Press release of Nordstrom, Inc., dated February 23, 2016. 99.2 Press release of Nordstrom, Inc., dated February 24, 2016. Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Exhibit 3.1 BYLAWS OF NORDSTROM, INC. (Amended and Restated as of February 24, 2016) ARTICLE I Offices The principal office of the corporation in the state of Washington shall be located in the city of Seattle. The corporation may have such other offices, either within or without the state of Washington, as the Board of Directors may designate or as the business of the corporation may require from time to time. The registered office of the corporation required by the Washington Business Corporation Act to be maintained in the state of Washington may be, but need not be, identical with the principal office in the state of Washington and the address of the registered office may be changed from time to time by the Board of Directors or by officers designated by the Board of Directors. ARTICLE II Shareholders Section 1. Annual Meetings. The annual meeting of the shareholders shall be held on the third Tuesday in the month of May each year, at the hour of 11:00 a.m., unless the Board of Directors shall have designated a different hour and day in the month of May to hold said meeting. The meeting shall be for the purpose of electing directors and the transaction of such other business as may come before the meeting. If the day fixed for the annual meeting shall be a legal holiday in the state of Washington and if the Board of Directors has not designated some other day in the month of May for such meeting, such meeting shall be held at the same hour and place on the next succeeding business day not a holiday. The failure to hold an annual meeting at the time stated in these Bylaws does not affect the validity of any corporate action. If the election of directors shall not be held on the day designated herein or by the Board of Directors for any annual meeting of the shareholders, or at any adjournment thereof, the Board of Directors shall cause the election to be held at a special meeting of the shareholders as soon thereafter as conveniently may be. Section 2. Special Meetings. Special meetings of the shareholders may be called for any purpose or purposes, unless otherwise prescribed by statute, at any time by the Non-Executive Chairman of the Board of Directors, by the Copyright © 2013 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document President (or any Co-President) if there is not then a Non-Executive Chairman of the Board of Directors or by the Board of Directors and shall be called by the Non-Executive Chairman of the Board of Directors or the President (or any Co- President) at the request of holders of not less than 10% of all outstanding shares of the corporation entitled to vote on any issue proposed to be considered at the meeting. Only business within the purpose or purposes described in the meeting notice may be conducted at a special shareholder's meeting. Section 3. Place of Meeting. The Board of Directors may designate any place, either within or without the state of Washington, as the place of meeting for any annual meeting or for any special meeting of the corporation. If no such designation is made, the place of meeting shall be the principal offices of the corporation in the state of Washington. Copyright © 2013 www.secdatabase.com.
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