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): January 26, 2016
Aéropostale, Inc.
(Exact name of registrant as specified in its charter)
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Delaware (State or other jurisdiction of incorporation) | | 001-31314 (Commission File Number) | | 31-1443880 (IRS Employer Identification No.) |
112 West 34th Street, 22nd Floor, New York, New York 10120
(Address of principal executive offices, including Zip Code)
(646) 485-5410
(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 Instructions A.2. below):
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| o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b)) |
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| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
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| ITEM 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
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| | Effective as of January 26, 2016, Aéropostale, Inc. (the “Company”) amended and restated its Amended and Restated By-Laws (as amended and restated, the “Second Amended and Restated By-Laws”) to provide that any director or the entire Board of Directors of the Company may be removed, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of directors. The foregoing description of the Second Amended and Restated By-Laws does not purport to be complete and is qualified in its entirety by reference to the Second Amended and Restated By-Laws, a copy of which is attached hereto as Exhibit 3.1 and incorporated by reference herein. |
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| ITEM 9.01 | Financial Statements and Exhibits. |
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| | (d) Exhibits |
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| | 3.1 | Second Amended and Restated By-Laws |
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| SIGNATURES |
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| 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. |
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| | | Aéropostale, Inc. | | |
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| | | /s/ Marc G. Schuback | |
| | | Marc G. Schuback | | |
| | | Senior Vice President, General Counsel & Secretary |
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| Dated: January 28, 2016 | | | |
INDEX TO EXHIBITS
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| Exhibit No. | Description |
| 3.1 | Second Amended and Restated By-Laws |
