Trans World Entertainment 8-K 2012
38 Corporate Circle,
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:
At the Trans World Entertainment Corporation (the Company or Trans World) 2012 annual meeting of stockholders held on July 12, 2012 (the Annual Meeting) the Companys stockholders approved amendments to the Companys Amended and Restated Certificate of Incorporation to declassify the Board of Directors and provide for the annual election of directors (the Charter Amendment). A brief summary of the amendments to the Companys Amended and Restated Certificate of Incorporation was included as part of Item 1 in Trans Worlds definitive proxy statement filed with the Securities and Exchange Commission on June 8, 2012. The summaries contained in the proxy statement are qualified by and subject to the full text of Trans Worlds Amended and Restated Certificate of Incorporation (which reflects the Charter Amendment), filed with the New York State Department of State on July 12, 2012 attached hereto as Exhibit 3.1 and incorporated by reference herein.
Item 5.07. Submission of Matters to a Vote of Security Holders
At the Annual Meeting, the stockholders of the Company voted on the following proposals, which are more fully described in our proxy statement:
Proposal No. 1 Amendment to Amended and Restated Certificate of Incorporation to declassify the Board of Directors and provide for the annual election of directors; and
Proposal No. 2 Election of Directors.
On the record date for the Annual Meeting, there were 31,455,004 shares issued, outstanding and entitled to vote. Shareholders holding 28,418,792 shares were present at the meeting, in person or represented by proxy. The results of the voting at the Annual Meeting were as follows:
PROPOSAL NO. 1- AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO DECLASSIFY THE BOARD OF DIRECTORS AND PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS
PROPOSAL NO. 2 ELECTION OF DIRECTORS
(d) Exhibits. The following exhibits are furnished herewith:
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.