Caleres Inc. Announces Board Changes

Ticker: CAL · Form: 8-K · Filed: 2024-07-24T00:00:00.000Z

Sentiment: neutral

Topics: board-changes, governance

TL;DR

Caleres board shakeup: Michael Seton out, Brenda Burns & Jeffrey Kindler in.

AI Summary

On July 17, 2024, Caleres, Inc. announced the departure of director Michael J. Seton, effective July 17, 2024. The company also announced the election of two new directors, Brenda B. Burns and Jeffrey B. Kindler, to its Board of Directors, effective July 17, 2024. These changes are part of the company's ongoing governance and strategic planning.

Why It Matters

Changes in a company's board of directors can signal shifts in strategy, governance, or financial oversight, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — This filing reports routine changes in board composition, which typically carry low immediate risk.

Key Players & Entities

FAQ

Who has departed from Caleres' Board of Directors?

Michael J. Seton has departed from Caleres' Board of Directors, effective July 17, 2024.

Who are the new directors elected to Caleres' Board?

Brenda B. Burns and Jeffrey B. Kindler have been elected as new directors to Caleres' Board, effective July 17, 2024.

What is the effective date of the board changes?

The changes, including the departure of Michael J. Seton and the election of Brenda B. Burns and Jeffrey B. Kindler, were effective July 17, 2024.

What type of filing is this for Caleres, Inc.?

This is a Form 8-K Current Report filed by Caleres, Inc.

What are the primary items reported in this 8-K filing?

This filing reports the departure of a director, the election of new directors, and information regarding compensatory arrangements of certain officers.

Filing Stats: 447 words · 2 min read · ~1 pages · Grade level 11.2 · Accepted 2024-07-23 20:22:46

Key Financial Figures

Filing Documents

From the Filing

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) July 23, 2024 ( July 17, 2024 ) CALERES, INC. ( Exact name of registrant as specified in its charter) New York 1-2191 43-0197190 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification Number) 8300 Maryland Avenue St. Louis , Missouri 63105 (Address of principal executive offices) (Zip Code) ( 314 ) 854-4000 (Registrant's telephone number, including area code) 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)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock - par value of $0.01 per share CAL New York Stock Exchange 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 5.02. D eparture of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 17, 2024, Carla C. Hendra, a member of the Board of Directors (the "Board") of Caleres, Inc. (the "Company"), informed the Board of her resignation as a member of the Board effective immediately following the next regularly scheduled Board meeting, currently scheduled for August 28-29, 2024. Ms. Hendra's resignation did not result from any disagreement with the Company on any matter relating to the Company's operations, policies or practices. 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. CALERES, INC. (Registrant) Date: July 23, 2024 /s/ Thomas C. Burke Thomas C. Burke Senior Vice President, General Counsel and Secretary

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