8-K 1 c01743e8vk.htm FORM 8-K Form 8-K
 
 
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 10, 2010
Jo-Ann Stores, Inc.
(Exact name of registrant as specified in its charter)
         
Ohio   001-06695   34-0720629
         
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)
     

5555 Darrow Rd., Hudson, Ohio
   
44236
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (330) 656-2600
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:
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 5.02   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The 2010 Annual Meeting of Shareholders (the “Annual Meeting”) of Jo-Ann Stores, Inc. (the “Company”) was held on June 10, 2010. At the Annual Meeting, shareholders approved an amendment to the Company’s 2008 Incentive Compensation Plan (the “Plan”) to increase the number of common shares available under the Plan from 1,825,000 shares to 3,125,000 shares. This summary is qualified by reference to the full text of the Plan, a copy of which is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference.
Item 5.07   Submission of Matters to a Vote of Security Holders.
At the Annual Meeting held on June 10, 2010, ten directors were elected to serve on the Company’s Board of Directors until the 2011 Annual Meeting of Shareholders and until their respective successors are elected and qualified, subject to the director’s earlier retirement, resignation, death or removal. All other proposals were also approved. Set forth below are the final voting results for the proposals submitted to a vote of the shareholders at the Annual Meeting:
1.   Election as directors of the ten nominees named in the Company’s proxy statement:
                         
                    Broker  
Nominee   Votes For     Votes Withheld     Non-Votes  
Scott Cowen
    22,773,872       738,360       1,705,346  
Joseph DePinto
    23,318,455       193,777       1,705,346  
Ira Gumberg
    21,428,921       2,083,311       1,705,346  
Patricia Morrison
    23,307,623       204,609       1,705,346  
Frank Newman
    22,828,968       683,264       1,705,346  
David Perdue
    23,371,882       140,350       1,705,346  
Beryl Raff
    22,744,233       767,999       1,705,346  
Alan Rosskamm
    22,436,304       1,075,928       1,705,346  
Tracey Travis
    22,809,088       703,144       1,705,346  
Darrell Webb
    22,295,784       1,216,448       1,705,346  
2.   Ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending January 29, 2011:
             
Votes For   Votes Against   Abstentions   Broker Non-Votes
24,828,573   365,581   23,424  
3.   Amendment of the Plan to increase the number of common shares available under the Plan from 1,825,000 shares to 3,125,000 shares:
             
Votes For   Votes Against   Abstentions   Broker Non-Votes
18,680,263   4,768,915   63,054   1,705,346
4.   Amendment of the Company’s Code of Regulations to authorize the Company’s Board of Directors to amend the Code of Regulations as permitted by the Ohio General Corporation Law:
             
Votes For   Votes Against   Abstentions   Broker Non-Votes
24,995,187   112,036   110,355  

 

 


 

Item 9.01   Financial Statements and Exhibits.
(d) Exhibits.
3.1   Amended and Restated Code of Regulations of Jo-Ann Stores, Inc.
 
10.1   Jo-Ann Stores, Inc. 2008 Incentive Compensation Plan, as amended and restated.

 

 


 

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 thereunto duly authorized.
         
  JO-ANN STORES, INC.
(Registrant)
 
 
Date: June 11, 2010  /s/ David Goldston    
  Name:   David Goldston   
  Title:   Senior Vice President, General Counsel and Secretary