UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 4, 2018
RALPH LAUREN CORPORATION |
(Exact Name of Registrant as Specified in Its Charter) |
DELAWARE |
(State or Other Jurisdiction of Incorporation) |
001-13057 | 13-2622036 |
(Commission File Number) | (IRS Employer Identification No.) |
650 MADISON AVENUE, NEW YORK, NEW YORK | 10022 |
(Address of Principal Executive Offices) | (Zip Code) |
(212) 318-7000 |
(Registrant’s Telephone Number, Including Area Code) |
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 (see General Instruction A.2. below):
☐ 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 8.01. | OTHER EVENTS. |
On June 4, 2018, the Board of Directors (the “Board”) of Ralph Lauren Corporation determined that it would nominate Linda Findley Kozlowski for election as a Class B director at the 2018 Annual Meeting of Stockholders. In connection with this election, the Board determined to increase its size from thirteen to fourteen members.
There are no arrangements or understandings among Ms. Kozlowski and any other persons pursuant to which Ms. Kozlowski was selected as a director, and there have been no transactions with respect to Ms. Kozlowski reportable under Item 404(a) of Regulation S-K. Ms. Kozlowski will be entitled to the same compensation, indemnification and other benefits as other non-employee directors.
A copy of the press release announcing the nomination of Ms. Kozlowski is filed as Exhibit 99.1 hereto and incorporated by reference herein.
ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) | Exhibits. | |||
EXHIBIT NO. | DESCRIPTION | |||
99.1 |
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.
RALPH LAUREN CORPORATION | ||||
Date: June 7, 2018 | By: | /s/ Jane Hamilton Nielsen | ||
Name: | Jane Hamilton Nielsen | |||
Title: | Chief Financial Officer | |||