UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-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): September 20, 2017
PERRY ELLIS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
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| Florida | | 0-21764 | | 59-1162998 |
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (IRS Employer Identification No.) |
| | |
| 3000 N.W. 107th Avenue | | |
| Miami, Florida | | 33172 |
| (Address of principal executive offices) | | (Zip Code) |
(305)592-2830
(Registrant’s telephone number, including area code)
Check the appropriate box below if theForm 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 transitionm period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) Departure of George Feldenkreis as Executive Chairman.
On September 20, 2017, Perry Ellis International, Inc. (the “Company”) announced the termination of George Feldenkreis from his position as Executive Chairman of the Company, effective immediately. Mr. Feldenkreis remains a member of the Board of Directors of the Company.
| Item 7.01 | Regulation FD Disclosure. |
On September 20, 2017, the Company issued a press release announcing the election of J. David Scheiner asNon-Executive Chairman of the Board of Directors of the Company and the termination of Mr. Feldenkreis from his position as Executive Chairman of the Company. A copy of the press release is furnished herewith asExhibit 99.1.
The information set forth in this Item 7.01 of this Current Report on Form8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing. The information contained within this Item 7.01 of this Current Report on Form8-K shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by reason of Regulation FD.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
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| 99.1 | | Perry Ellis International, Inc. Press Release dated September 20, 2017. |
EXHIBIT INDEX
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.
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| | | | PERRY ELLIS INTERNATIONAL, INC. |
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| | | | By: | | /s/ David Rattner |
| | | | | | Name: | | David Rattner |
| | | | | | Title: | | Chief Financial Officer |
Dated: September 20, 2017
