0000878726 false TUESDAY MORNING CORP/DE 0000878726 2021-11-16 2021-11-16 iso4217:USD xbrli:shares iso4217:USD xbrli:shares




Washington, D.C. 20549










Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): November 16, 2021





(Exact name of registrant as specified in charter)




Delaware 001-40432 75-2398532
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

6250 LBJ Freeway

Dallas, Texas

(Address of principal executive offices)   (Zip Code)
(972) 387-3562
(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:


  ¨ 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  



  Name of each exchange on which registered
Common Stock, par value $0.01 per share   TUEM   The NASDAQ Capital Market


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 transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ 







Item 5.07.Submission of Matters to a Vote of Security Holders.


Set forth below is information concerning each matter submitted to a vote at the 2021 Annual Meeting, including the final voting results.


Proposal No. 1: The stockholders elected each of the following persons as a director to serve for a term of one year or until their successors are elected and qualified or until their earlier death, resignation or removal.


  For   Withheld   Broker Non-Votes
Anthony F. Crudele


  199,529   24,580,642
Douglas J. Dossey 40,540,055   410,427   24,580,642
Frank M. Hamlin 40,650,673   299,809   24,580,642
Fred Hand 40,750,861   199,621   24,580,642
W. Paul Jones 40,716,846   233,636   24,580,642
John Hartnett Lewis 40,550,691   399,791   24,580,642
Reuben E. Slone 40,751,065   199,417   24,580,642
Sherry M. Smith 40,564,373   386,109   24,580,642


Proposal No. 2: The stockholders approved, on an advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Company's proxy statement.


For   Against   Abstain   Broker Non-Votes
39,286,610   1,559,471   104,401   24,580,642


Proposal No. 3: The stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2022.


For   Against   Abstain
65,413,509   32,708   84,907


No other matters were voted upon at the meeting.







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.


Date: November 18, 2021 By: /s/ Bridgett C. Zeterberg
    Bridgett C. Zeterberg
    Executive Vice President Human Resources, General Counsel and Corporate Secretary