Current Report Filing (8-k)
September 06 2017 - 7:08AM
Edgar (US Regulatory)
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): September 6, 2017
(September 5, 2017)
FRED'S,
INC.
(Exact
Name of Registrant as Specified in Charter)
Commission
File Number 001-14565
Tennessee
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62-0634010
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(State or Other Jurisdiction
of Incorporation)
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(I.R.S. Employer
Identification No.)
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4300 New Getwell Road, Memphis, Tennessee 38118
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(Address
of principal executive offices)
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(901) 365-8880
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))
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).
⃞
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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 financing accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
⃞
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ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION
OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS
OF CERTAIN OFFICERS.
(b)
On September 5, 2017, Thomas Tashjian notified the Board of Directors
(the “Board”) of Fred’s, Inc. (the “Company”) of his retirement,
effective immediately. Mr. Tashjian’s retirement from the Board was not
the result of any disagreement with the Company, its management or its
operations, policies or practices.
On September 5, 2017, Heath B. Freeman was elected to the office of
Chairman of the Board, effective immediately.
ITEM 7.01. REGULATION FD DISCLOSURE.
On September 6, 2017, the Company issued a press release announcing Mr.
Tashjian’s retirement and Mr. Freeman’s election. A copy of the press
release is furnished herewith as Exhibit 99.1 and is incorporated herein
by reference.
Pursuant to the rules and regulations of the Securities and Exchange
Commission, the information furnished pursuant to Item 7.01 of this
report is deemed to have been furnished and shall not be deemed to be
“filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of that
section. Such information shall not be incorporated by reference into
any filing of the Company, whether made before or after the date hereof,
regardless of any general incorporation language in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
99.1 Press Release of Fred’s, Inc., dated September 6, 2017.
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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FRED'S, INC.
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(Registrant)
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Date:
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September 6, 2017
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By:
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/s/ Jason Jenne
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Name:
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Jason Jenne
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Title:
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Executive Vice President, Chief Financial Officer
and Secretary
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