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 13, 2012
The Mens Wearhouse, Inc.
(Exact name of registrant as specified in its charter)
Texas |
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1-16097 |
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74-1790172 |
(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer Identification No.) |
6380 Rogerdale Road |
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77072 |
(Address of principal executive offices) |
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(Zip Code) |
281-776-7000
(Registrants telephone number,
including area code)
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 (see General Instruction A.2. below):
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.
(a) On June 13, 2012, the Company held its Annual Meeting of Shareholders. At the meeting, the shareholders voted on the following matters:
1. the election of ten directors of the Company to hold office until the next Annual Meeting of Shareholders or until their respective successors are duly elected and qualified;
2. the approval, on an advisory basis, of the Companys executive compensation; and
3. the ratification of the appointment of the firm Deloitte & Touche LLP as independent registered public accounting firm for the Company for fiscal 2012.
(b) The ten nominees of the Board of Directors of the Company were elected at the meeting, and, with respect to (i) the approval, on an advisory basis, of the Companys executive compensation and (ii) ratification of the appointment of Deloitte & Touche LLP, each received the affirmative votes required for approval.
The number of shares voted for, against and withheld, as well as the number of broker non-votes and abstentions, as the case may be, as to each matter were as follows:
Proposal 1 Election of Directors:
Nominee |
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Shares Voted For |
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Shares Withheld |
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Broker Non-Votes |
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George Zimmer |
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45,127,468 |
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933,699 |
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1,826,187 |
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David H. Edwab |
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45,033,580 |
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1,027,587 |
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1,826,187 |
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Douglas S. Ewert |
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45,703,719 |
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357,448 |
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1,826,187 |
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Rinaldo S. Brutoco |
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45,295,053 |
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766,114 |
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1,826,187 |
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|
|
|
|
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Michael L. Ray, Ph.D. |
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45,532,660 |
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528,507 |
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1,826,187 |
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|
|
|
|
|
|
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Sheldon I. Stein |
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45,532,900 |
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528,267 |
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1,826,187 |
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|
|
|
|
|
|
|
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Deepak Chopra, M.D. |
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45,799,876 |
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261,291 |
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1,826,187 |
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|
|
|
|
|
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William B. Sechrest |
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45,585,195 |
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475,972 |
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1,826,187 |
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|
|
|
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|
|
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Larry R. Katzen |
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45,586,226 |
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474,941 |
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1,826,187 |
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|
|
|
|
|
|
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Grace Nichols |
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45,821,398 |
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239,769 |
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1,826,187 |
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Proposal 2 Approval, on an advisory basis, of the Companys executive compensation:
Shares Voted For |
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Shares Voted Against |
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Abstentions |
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Broker Non-Votes |
|
|
|
|
|
|
|
|
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45,529,603 |
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490,000 |
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41,564 |
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1,826,187 |
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Proposal 3 Ratification of independent registered public accounting firm:
Shares Voted For |
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Shares Voted Against |
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Abstentions |
|
|
|
|
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46,078,890 |
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1,800,091 |
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8,373 |
Item 8.01 Other Events.
On June 14, 2012, the Company issued a press release announcing that its Board of Directors declared a quarterly cash dividend of $0.18 per share on the Companys common stock, payable on September 21, 2012 to shareholders of record at the close of business on September 11, 2012.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is included in this Form 8-K:
Exhibit |
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Number |
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Description |
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99.1 |
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Press Release of the Company dated June 14, 2012. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: |
June 15, 2012 |
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THE MENS WEARHOUSE, INC. | ||
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By: |
/s/ NEILL P. DAVIS | |
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Neill P. Davis | |
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Executive Vice President, Chief Financial Officer, | |
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Treasurer and Principal Financial Officer |
Exhibit 99.1
News Release |
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Contacts: |
FOR IMMEDIATE RELEASE |
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Neill Davis, Mens Wearhouse (281) 776-7000 Ken Dennard, DRG&L (713) 529-6600 |
MENS WEARHOUSE DECLARES QUARTERLY CASH DIVIDEND
HOUSTON June 14, 2012 - Mens Wearhouse (NYSE: MW) announced that its Board of Directors declared a quarterly cash dividend of $0.18 per share on the Companys common stock, payable on September 21, 2012 to shareholders of record at the close of business on September 11, 2012.
Founded in 1973, Mens Wearhouse is one of North Americas largest specialty retailers of mens apparel with 1,162 stores. The Mens Wearhouse, Moores and K&G stores carry a full selection of mens designer, brand name and private label suits, sport coats, furnishings and accessories and Mens Wearhouse and Tux stores carry a limited selection. Most K&G stores carry a full selection of womens apparel. Tuxedo rentals are available in the Mens Wearhouse, Moores and Mens Wearhouse and Tux stores. Additionally, Mens Wearhouse operates a global corporate apparel and workwear group consisting of Twin Hill in the United States and Dimensions and Alexandra in the United Kingdom.
For additional information on Mens Wearhouse, please visit the Companys websites at www.menswearhouse.com, www.kgstores.com, www.mooresclothing.com, www.twinhill.com, www.dimensions.co.uk, www.alexandra.co.uk.