0001179110-16-027335.txt : 20160705
0001179110-16-027335.hdr.sgml : 20160705
20160705164858
ACCESSION NUMBER: 0001179110-16-027335
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20160701
FILED AS OF DATE: 20160705
DATE AS OF CHANGE: 20160705
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CHRISTOPHER & BANKS CORP
CENTRAL INDEX KEY: 0000883943
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621]
IRS NUMBER: 061195422
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0128
BUSINESS ADDRESS:
STREET 1: 2400 XENIUM LANE NORTH
CITY: PLYMOUTH
STATE: MN
ZIP: 55441-3626
BUSINESS PHONE: 7635515000
MAIL ADDRESS:
STREET 1: 2400 XENIUM LN NORTH
CITY: PLYMOUTH
STATE: MN
ZIP: 55441-3626
FORMER COMPANY:
FORMER CONFORMED NAME: BRAUNS FASHIONS CORP
DATE OF NAME CHANGE: 19930328
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DUSKIN JONATHAN
CENTRAL INDEX KEY: 0001350166
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31390
FILM NUMBER: 161751158
MAIL ADDRESS:
STREET 1: MACELLUM CAPITAL MANAGEMENT, LLC
STREET 2: 99 HUDSON STREET, 5TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10013
4
1
edgar.xml
FORM 4 -
X0306
4
2016-07-01
0
0000883943
CHRISTOPHER & BANKS CORP
CBK
0001350166
DUSKIN JONATHAN
2400 XENIUM LANE NORTH
PLYMOUTH
MN
55441
1
0
1
0
Common Stock
2016-07-01
4
A
0
30303
0.00
A
30303
D
Common Stock
3814113
I
See Footnotes
Common Stock
68313
I
See Footnotes
The reporting person was awarded 30,303 shares of Common Stock pursuant to a Restricted Stock Agreement. Subject to the forfeiture provisions set forth in the Agreement, the shares awarded vest in full on the earlier of (i) June 30, 2017 or (ii) the date of the Company's 2017 Annual Meeting of Stockholders.
This number includes restricted stock awards.
Represents shares of common stock of Christopher & Banks Corporation (the "Issuer") directly held by Macellum Retail Opportunity Fund, LP ("Opportunity Fund"). Macellum Management, LP ("Macellum Management") may be deemed to have voting and investment power over the shares of common stock of the Issuer directly held by Opportunity Fund as the investment manager for Opportunity Fund. Macellum Advisors GP, LLC ("Macellum GP") may be deemed to have voting and investment power over such shares as the general partner of Opportunity Fund and of Macellum Management. Jonathan Duskin is the sole member of Macellum GP and may be deemed to have voting and investment power over the shares of common stock of the Issuer directly held by Opportunity Fund by virtue of his relationship with Macellum GP.
(Continued from Footnote 3) Macellum GP and Mr. Duskin may be deemed to have a pecuniary interest in the shares of common stock of the Issuer directly held by Opportunity Fund due to Macellum GP's right to receive a performance-based allocation. Each of Macellum Management, Macellum GP and Mr. Duskin disclaims beneficial ownership of the shares of common stock of the Issuer directly held by Opportunity Fund, except to the extent of their pecuniary interests therein. This report shall not be deemed an admission that any of Macellum Management, Macellum GP or Mr. Duskin is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
Represents shares of common stock of the Issuer directly held by Macellum Capital Management, LLC ("Macellum Capital Management"). MCM Managers, LLC ("MCM Managers") may be deemed to have voting and investment power of the shares of common stock of the issuer directly held by Macellum Capital Management as the managing member of Macellum Capital Management. MCM Management, LLC ("MCM Management") may be deemed to have voting and investment power over such shares as the managing member of MCM Managers. Mr. Duskin may be deemed to have voting and investment power over the shares of common stock of the Issuer directly held by Macellum Capital Management as the managing member of MCM Management. MCM Managers, MCM Management and Mr. Duskin may be deemed to have a pecuniary interest in the shares of common stock of the Issuer directly held by Macellum Capital Management due to MCM Managers' right to receive a performance-based allocation.
(Continued from Footnote 5) Each of MCM Managers, MCM Management and Mr. Duskin disclaims beneficial ownership of the shares of common stock of the Issuer directly held by Macellum Capital Management except to the extent of their pecuniary interests therein. This report shall not be deemed an admission that any of MCM Managers, MCM Management or Mr. Duskin is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
Brook T. Nuernberg, Attorney-in-Fact
2016-07-05
EX-24
2
ex24duskin.txt
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby
constitutes and appoints Luke Komarek, Brook Nuernberg,
Terri Miller, Jennie Swanson and Barbara Spilane as the
undersigned's true and lawful attorneys-in-fact to:
1. execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of
Christopher & Banks Corporation (the "Company"), Forms 3,
4 and 5 (including amendments thereto) in accordance
with Section 16(a) of the Securities Exchange Act of 1934
and the rules and regulations thereunder and a Form ID,
Uniform Application for Access Codes to File on Edgar;
2. do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable to
complete and execute any such Forms 3, 4 or 5 or Form ID
and timely file such forms (including amendments thereto)
and application with the United States Securities and
Exchange Commission and any stock exchange or similar
authority; and
3. take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the best
interest of or legally required by, the undersigned, it
being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact
may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with
full power of substitution or revocation, hereby ratifying
and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully
do or cause to be done by virtue of this Power of Attorney
and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving
in such capacity at the request of the undersigned, are not
assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact herein
may rely entirely on information furnished orally or in
writing by the undersigned to any of the attorneys-in-fact.
This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4
or 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier
(a) revoked by the undersigned in a signed writing delivered
to the foregoing attorneys-in-fact or (b) superseded by a new
power of attorney regarding the purposes outlined in the first
paragraph hereof dated as of a later date.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 19th day of April, 2016.
/s/ Jonathan Duskin
Jonathan Duskin