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SQBG > SEC Filings for SQBG > Form 8-K on 1-May-2013All Recent SEC Filings

Show all filings for SEQUENTIAL BRANDS GROUP, INC. | Request a Trial to NEW EDGAR Online Pro



Change in Directors or Principal Officers, Regulation FD Disclosure

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

The board of directors of Sequential (the "Board") elected Stewart Leonard Jr. and Gary Johnson as permitted by Sequential's Amended and Restated Certificate of Incorporation, effective as of May 1, 2013. Mr. Leonard and Mr. Johnson were appointed as Class II Directors.

There were no arrangements or understandings between Mr. Leonard and any other persons and between Mr. Johnson and any other persons, pursuant to which they were selected as a director. No information is required to be disclosed with respect to Mr. Leonard and Mr. Johnson or their immediate family pursuant to Item 404(a) of the Regulation S-K. Mr. Leonard and Mr. Johnson will receive the same compensation as Sequential's other non-employee directors as described in the in the Annual Report filed on Form 10-K for the fiscal year ended December 31, 2012 under the caption "Director Compensation."

A copy of the press release announcing Mr. Leonard's and Mr. Johnson's election is attached hereto as Exhibit 99.2.

Item 7.01. Regulation FD Disclosure

On May 1, 2013, Sequential issued a press release announcing its results of operations for the first quarter of 2013, as described above under Item 2.02. A copy of the press release is attached hereto as Exhibit 99.1.

Pursuant to General Instruction B.2 of Form 8-K and SEC Release No. 33-8176, the information contained in the press release furnished as an exhibit hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. In addition, the press release contains statements intended as "forward-looking statements" which are subject to the cautionary statements about forward-looking statements set forth in such press release.

The information set forth in Item 2.02 above is incorporated herein by reference.

This Current Report on Form 8-K and the press releases contain statements intended as "forward-looking statements" which are subject to the cautionary statements about forward-looking statements set forth therein.

Item 9.01. Financial Statements and Exhibits

(a) Exhibits.

Exhibit Number      Description
99.1                Press release issued by Sequential on May 1, 2013 reporting results
                    of operations.
99.2                Press release issued by Sequential on May 1, 2013.

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