0001319947-15-000023.txt : 20150612 0001319947-15-000023.hdr.sgml : 20150612 20150612115647 ACCESSION NUMBER: 0001319947-15-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150610 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150612 DATE AS OF CHANGE: 20150612 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DSW Inc. CENTRAL INDEX KEY: 0001319947 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-SHOE STORES [5661] IRS NUMBER: 310746639 STATE OF INCORPORATION: OH FISCAL YEAR END: 0129 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32545 FILM NUMBER: 15927765 BUSINESS ADDRESS: STREET 1: 810 DSW DRIVE CITY: COLUMBUS STATE: OH ZIP: 43219 BUSINESS PHONE: (614) 237-7100 MAIL ADDRESS: STREET 1: 810 DSW DRIVE CITY: COLUMBUS STATE: OH ZIP: 43219 8-K 1 a8-k06x10x15annualsharehol.htm 8-K 8-k 06-10-15 Annual Shareholders Meeting


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): June 12, 2015 (June 10, 2015)

DSW Inc.

(Exact name of registrant as specified in its charter)
 
 
 
 
 
Ohio
 
001-32545
 
31-0746639
(State or other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
 
810 DSW Drive, Columbus, Ohio
 
43219
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (614) 237-7100
 
 
(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-4(c))





Item 5.07 Submission of Matters to a Vote of Security Holders.
Annual Meeting of Shareholders
On June 10, 2015, DSW Inc. (the “Company”) held its Annual Meeting of Shareholders in Columbus, Ohio to consider and vote on the matters listed below. A total of 73,822,400 shares of the Company’s common stock were present or represented by proxy at the meeting. This represented approximately 84% of the Company’s 88,306,031 shares of common stock that were outstanding and entitled to vote at the meeting. As of the record date for the Annual Meeting, there were 80,573,224 Class A shares outstanding (one vote per share) and 7,732,807 Class B shares outstanding (eight votes per share). Set forth below are the final voting results for each of the proposals submitted to a vote of the shareholders.
Election of Directors
The shareholders of the Company elected each of the director nominees nominated by the Company’s Board of Directors as Class II directors with terms expiring in 2018. The voting results were as follows:
Name of Nominee
 
Votes For
 
Votes Withheld
Jay L. Schottenstein
 
104,355,496
 
1,642,402
Michael R. MacDonald
 
105,556,900
 
452,998
There were no broker non-votes for each director on this proposal.
Advisory Vote on the Compensation Paid to Named Executive Officers
The shareholders of the Company voted on the Compensation paid to Named Executive Officers. The voting results were as follows:
Votes For
 
Votes Against
 
Abstentions
105,723,418
 
273,005
 
13,475
There were no broker non-votes on this proposal.





Signature  
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.  

DSW Inc.

By: /s/ William L. Jordan

William L. Jordan, Executive Vice President Chief Administrative Officer and General Counsel,



Date: June 12, 2015