Vestis Corp Announces Material Agreement, Officer Changes
Ticker: VSTS · Form: 8-K · Filed: Jun 20, 2024 · CIK: 1967649
| Field | Detail |
|---|---|
| Company | Vestis CORP (VSTS) |
| Form Type | 8-K |
| Filed Date | Jun 20, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, officer-changes, director-changes
TL;DR
Vestis Corp signed a big deal and shuffled some execs/directors. Keep an eye on this.
AI Summary
Vestis Corporation announced on June 18, 2024, the entry into a material definitive agreement. The company also reported the departure of directors or certain officers, the election of directors, and the appointment of certain officers, along with compensatory arrangements for these officers. Additionally, shareholder nominations pursuant to Exchange Act Rule 14a-11 were noted.
Why It Matters
This filing indicates significant corporate actions, including a new material agreement and changes in leadership, which could impact the company's strategic direction and operational stability.
Risk Assessment
Risk Level: medium — Changes in directors and officers, coupled with a material definitive agreement, can introduce uncertainty and potential shifts in strategy.
Key Players & Entities
- Vestis Corporation (company) — Registrant
- Epic NewCo, Inc. (company) — Former Company Name
- 001-41783 (company) — SEC File Number
FAQ
What is the nature of the material definitive agreement entered into by Vestis Corporation?
The filing states that Vestis Corporation entered into a material definitive agreement, but the specific details of this agreement are not provided in the provided text.
Who are the directors or officers that have departed from Vestis Corporation?
The filing mentions the departure of directors or certain officers, but does not name the specific individuals involved.
When did the reported events, such as the material agreement and officer changes, take place?
The earliest event reported in this filing occurred on June 18, 2024.
What is Vestis Corporation's former company name?
Vestis Corporation's former company name was Epic NewCo, Inc., with a date of name change on February 28, 2023.
What is Vestis Corporation's primary business classification?
Vestis Corporation is classified under Standard Industrial Classification code 5190, which is Wholesale-Miscellaneous Nondurable Goods.
Filing Stats: 1,263 words · 5 min read · ~4 pages · Grade level 10.9 · Accepted 2024-06-20 06:35:16
Key Financial Figures
- $0.01 — ch Registered Common Stock, par value $0.01 per share VSTS New York Stock Excha
Filing Documents
- ef20031335_8k.htm (8-K) — 43KB
- ef20031335_ex10-1.htm (EX-10.1) — 37KB
- ef20031335_ex99-1.htm (EX-99.1) — 13KB
- 0001140361-24-030630.txt ( ) — 244KB
- vsts-20240618.xsd (EX-101.SCH) — 4KB
- vsts-20240618_lab.xml (EX-101.LAB) — 21KB
- vsts-20240618_pre.xml (EX-101.PRE) — 16KB
- ef20031335_8k_htm.xml (XML) — 4KB
08
Item 5.08. Shareholder Director Nominations To the extent applicable, the information below in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.08.
01
Item 8.01. Other Events 2025 Annual Meeting The Company will hold its annual meeting of stockholders (the "2025 Annual Meeting") on Monday, January 27, 2025, which will be the Company's first annual meeting as a public company following the completion of the spin-off from Aramark, effective at 12:01 a.m., Eastern Time, on September 30, 2023. Deadlines for submission of stockholder proposals and nominations are set out below. In accordance with the Company's Amended and Restated Bylaws (the "Bylaws"), stockholder proposals and nominations should be addressed to Corporate Secretary, Vestis Corporation, 500 Colonial Center Parkway, Suite 140, Roswell, Georgia 30076. You may write to the Company's Corporate Secretary to request a copy of the relevant bylaw provisions regarding the requirements for making stockholder proposals and nominating director candidates pursuant to the Bylaws. Deadline for Rule 14a-8 Stockholder Proposals . We have set September 29, 2024, as the deadline for a holder of our common stock who wishes to submit a proposal for inclusion in the proxy statement for the 2025 Annual Meeting pursuant to Rule 14a-8 ("Rule 14a-8") promulgated under the Exchange Act, which the Company has determined to be a reasonable time before it expects to begin to print and distribute its proxy materials prior to the 2025 Annual Meeting. Any such proposal must also meet the requirements set forth in the rules and regulations of the Exchange Act in order to be eligible for inclusion in the proxy materials for the 2025 Annual Meeting. Deadline for "Proxy Access" Director Nominations . In accordance with our Bylaws, notice by eligible stockholders of director nominations to be included in the Company's proxy materials for the 2025 Annual Meeting pursuant to Section 8 of our Bylaws must be received no earlier than September 29, 2024 and no later than October 29, 2024. Notice must also comply with the other requirements in our Bylaws and other applicable laws. Deadl
Financial Statements and Exhibits
Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 10.1 Letter Agreement, dated June 18, 2024, by and among the Company and Keith A. Meister and Corvex Management LP. 99.1 Press release of Vestis Corporation, dated June 20, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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. Vestis Corporation Date: June 20, 2024 By: /s/ Rick Dillon Name: RICK DILLON Title: Executive Vice President and Chief Financial Officer (principal financial officer)