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BURL · Current Report (Form 8-K) · Filed May 26, 2026

Burlington Stores Inc — Current Report (Form 8-K)

Form
8-K
Filed
May 26, 2026
Period
May 19, 2026
Ticker
BURL
Accession
0001193125-26-239405
Burlington Stores Inc on Boardroom AlphaView on SEC EDGAR
Boardroom Alpha · Filing insights

Shareholders elected seven directors, ratified Deloitte, and approved Say-on-Pay with annual frequency.

About Burlington Stores Inc
Market cap
$20.2B
1Y TSR
+31.7%
3Y TSR
+26.6%
Board grade
B
Sector
Consumer Cyclical
CEO
Michael O'Sullivan
Last annual meeting: May 19, 2026 · View full Burlington Stores Inc profile →
8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 19, 2026

 

img1382754_0.jpg

BURLINGTON STORES, INC.

(Exact Name of Registrant As Specified In Charter)

Delaware

001-36107

80-0895227

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

2006 Route 130 North

Burlington, New Jersey 08016

(Address of Principal Executive Offices, including Zip Code)

(609) 387-7800

(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

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

BURL

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). ☐

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.

 

Burlington Stores, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on May 19, 2026. A total of 59,553,183 shares of the Company’s common stock, representing approximately 95% of the shares outstanding and eligible to vote and constituting a quorum, were voted at the Annual Meeting. The Company’s stockholders voted on the following proposals at the Annual Meeting:

•
the election of seven directors of the Company to serve for a term of one year;
•
the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered certified public accounting firm for the fiscal year ending January 30, 2027;
•
an advisory vote regarding the compensation of the Company’s named executive officers ("Say-On-Pay"); and
•
an advisory vote regarding the frequency of future Say-On-Pay votes.

 

The proposals are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 2, 2026. The final voting results with respect to each proposal are set forth below.

1.
Election of Directors

 

Name

For

Against

Abstained

 

Broker Non-Votes

Ted English

57,957,497

420,133

18,811

1,156,742

Shira Goodman

58,160,786

218,286

17,369

1,156,742

Jordan Hitch

51,416,474

6,961,069

18,898

1,156,742

John Mahoney

56,553,070

1,825,834

17,537

1,156,742

Laura Sen

58,161,198

217,874

17,369

1,156,742

Michael Skirvin

58,006,892

372,180

17,369

1,156,742

Paul Sullivan

57,268,056

1,111,017

17,368

1,156,742

 

2.
Ratification of Appointment of Independent Registered Certified Public Accounting Firm

 

For

Against

Abstained

Broker Non-Votes

57,429,806

2,105,955

17,422

N/A
3.
Advisory Vote on Compensation of Named Executive Officers

 

For

Against

Abstained

Broker Non-Votes

51,330,197

6,993,967

72,277

1,156,742

 

4.
Advisory Vote on Frequency of Future Say-On-Pay Votes

 

Every 1 Year

Every 2 Years

Every 3 Years

Abstained

Broker Non-Votes

57,851,887

4,893

513,237

26,424

1,156,742

 

The Company has considered these voting results and determined that an advisory vote regarding the compensation of the Company’s named executive officers will be submitted to stockholders on an annual basis until the next required vote on frequency or until the Board of Directors otherwise determines that a different frequency is in the best interest of the Company’s stockholders.

 

 

 

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.

BURLINGTON STORES, INC.

 

/s/ David Glick

 

David Glick

Group Senior Vice President of Investor Relations and Treasurer
 

Date: May 26, 2026

 

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Reference

Frequently asked questions

When did Burlington Stores Inc file this 8-K?
Burlington Stores Inc (BURL) filed this Current Report (Form 8-K) with the SEC on May 26, 2026. The accession number assigned by EDGAR is 0001193125-26-239405.
What does an 8-K disclose?
Form 8-K is the SEC's current-report form, used to disclose material events between periodic reports (10-K / 10-Q). Triggers include CEO/CFO departures, acquisitions, bankruptcies, earnings releases, auditor changes, changes in fiscal year, and amendments to corporate governance. Each 8-K is keyed to one or more Item numbers (1.01 through 9.01).
What is the key takeaway from this filing?
Shareholders elected seven directors, ratified Deloitte, and approved Say-on-Pay with annual frequency. This is Boardroom Alpha's one-line summary of the current report; see the full filing text above for the formal disclosure.
What Item codes does an 8-K cover?
An 8-K's Item codes (1.01 through 9.01) specify what kind of event is being disclosed — e.g. Item 1.01 for entering a material agreement, Item 5.02 for departure/election of directors and executive officers, Item 8.01 for other events. The Item codes for this 8-K appear in the filing text above.
Where can I find Burlington Stores Inc's prior current reports on EDGAR?
The SEC EDGAR browser lists every 8-K Burlington Stores Inc has filed under CIK 1579298, sortable by date. Use the "View on SEC EDGAR" link in the page header, or browse directly via https://www.sec.gov/cgi-bin/browse-edgar.
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