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) August 22, 2018
NORDSTROM, INC.
(Exact name of registrant as specified in its charter)
Washington | 001-15059 | 91-0515058 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
1617 Sixth Avenue, Seattle, Washington | 98101 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code (206) 628-2111
Inapplicable
(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).
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 8.01 Other Events
On August 22, 2018, Nordstrom, Inc. issued a press release announcing that the Board of Directors has authorized a $1.5 billion share repurchase program and has approved a quarterly dividend. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits
Press release of Nordstrom, Inc., dated August 22, 2018. | ||
EXHIBIT INDEX | ||
EXHIBIT | ||
NUMBER | DESCRIPTION | |
Press release of Nordstrom, Inc., dated August 22, 2018. | ||
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.
NORDSTROM, INC. | |
(Registrant) | |
/s/ Robert B. Sari | |
Robert B. Sari | |
Senior Vice President, | |
General Counsel and Corporate Secretary | |
Date: August 27, 2018
Exhibit 99.1
ISSUE RELEASE: | INVESTOR CONTACT: | Trina Schurman | ||
Wednesday, August 22 at 1:30 p.m. PDT | Nordstrom, Inc. | |||
206-303-6503 | ||||
MEDIA CONTACT: | Gigi Ganatra Duff | |||
Nordstrom, Inc. | ||||
(206) 303-3030 | ||||
Nordstrom Board of Directors Authorizes $1.5 Billion Share Repurchase Program and Approves Quarterly Dividend
SEATTLE - August 22, 2018 - Nordstrom, Inc. (NYSE: JWN) announced today that its board of directors has authorized a repurchase program of up to $1.5 billion of the Company’s outstanding common stock, with no expiration date. This program will replace the Company’s existing repurchase program, which has $327 million outstanding as of August 4, 2018 and will expire on August 31, 2018. The actual number and timing of share repurchases, if any, will be subject to market conditions and applicable Securities and Exchange Commission rules.
Nordstrom, Inc. also announced today that its board of directors approved a quarterly dividend of 37 cents per share payable on September 19, 2018, to shareholders of record at the close of business on September 4, 2018.
The Company’s commitment to driving increased shareholder value reflects its capital allocation principles: reinvesting in the business, consistently returning capital directly to shareholders through dividends and share repurchases and maintaining an investment grade credit rating. Over the last five years, from fiscal years 2013 through 2017, Nordstrom, Inc. returned $5 billion to shareholders in the form of dividends and share repurchases.
ABOUT NORDSTROM
Nordstrom, Inc. is a leading fashion retailer based in the U.S. Founded in 1901 as a shoe store in Seattle, today Nordstrom operates 372 stores in 40 states, including 122 full-line stores in the United States, Canada and Puerto Rico; 239 Nordstrom Rack stores; two Jeffrey boutiques; two clearance stores; six Trunk Club clubhouses; and its Nordstrom Local service concept. Additionally, customers are served online through Nordstrom.com, Nordstromrack.com, HauteLook and TrunkClub.com. Nordstrom, Inc.'s common stock is publicly traded on the NYSE under the symbol JWN.
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