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
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| Date of Report (Date of Earliest Event Reported): | June 27, 2023 |
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| LA-Z-BOY INCORPORATED |
(Exact name of registrant as specified in its charter) |
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| Michigan | | 1-9656 | | 38-0751137 |
| (State or other jurisdiction of | | (Commission | | (IRS Employer |
| incorporation) | | File Number) | | Identification No.) |
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| One La-Z-Boy Drive, | Monroe, | Michigan | | 48162-5138 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code (734) 242-1444
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| N/A |
| (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:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock, $1.00 par value | | LZB | | 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 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers
(d) On June 27, 2023, the Board of Directors (the “Board”) of La-Z-Boy Incorporated (the “Company”) elected Raza S. Haider to the Board for a term that will expire at the annual meeting of shareholders in 2023. Mr. Haider is joining the Board as an independent director and has been appointed to serve as a member of the Nominating and Governance Committee. He will receive the compensation currently paid to non-employee directors, on a pro rata basis for any partial fiscal quarter. The Board approved an equity award grant to Mr. Haider, under the Company’s 2022 Omnibus Incentive Plan, of restricted stock units with a grant date value of $20,778 effective on June 27, 2023.
A copy of the news release announcing Mr. Haider's election is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are furnished as part of this report:
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| Description |
| 99.1 | | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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| LA-Z-BOY INCORPORATED | |
| (Registrant) | |
Date: June 28, 2023
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| BY:/s/ Raphael Z. Richmond | |
| Raphael Z. Richmond
Vice President, General Counsel and Chief Compliance Officer | |
