8-KLeadership ChangesExhibits & Filings

Burlington Stores, Inc. 8-K Report, Executive Changes (Sep 16, 2014)

Filed September 16, 2014For Securities:BURL

Summary

Burlington Stores, Inc. (BURL) announced a significant change in its Board of Directors composition through an 8-K filing on September 16, 2014. The company increased the Board size from seven to eight directors and appointed two new Class II directors, William McNamara and Frank Cooper, effective immediately. These appointments fill a newly created position and a vacancy left by a prior resignation. Both new directors have been deemed independent by SEC and NYSE standards, enhancing the Board's oversight capabilities.

Key Highlights

  • 1Burlington Stores expanded its Board of Directors from seven to eight members.
  • 2William McNamara and Frank Cooper were appointed as new Class II directors, effective September 16, 2014.
  • 3Both new directors, McNamara and Cooper, have been determined to be independent under SEC and NYSE rules.
  • 4William McNamara was appointed to the Audit Committee, which is now comprised entirely of independent directors.
  • 5New directors will receive annual compensation of $50,000 cash and a $100,000 equity grant.
  • 6William McNamara will receive an additional $10,000 annual cash compensation for his service on the Audit Committee.
  • 7There are no undisclosed arrangements or transactions between the new directors and the company.

Frequently Asked Questions

The company increased the Board size to accommodate the appointment of two new directors, William McNamara and Frank Cooper. This expansion also allowed for the appointment of Mr. McNamara to the Audit Committee.

Yes, both William McNamara and Frank Cooper have been determined by the Board to qualify as independent directors under the director independence standards set forth by the SEC and The New York Stock Exchange.

Each new director will receive $50,000 annually in cash and a $100,000 equity grant. Additionally, Mr. McNamara, as a member of the Audit Committee, will receive an extra $10,000 annually in cash compensation.

As of the filing date, Mr. Cooper had not been appointed to any committees. The company stated that a subsequent filing would be made if he were appointed to a committee.