8-K current report · filed Jun 18, 2026

Designer Brands Inc. (DBI) 8-K Current Report: June 18, 2026

Item 5.03Item 5.07DBI overview

Short answer

Designer Brands Inc. (DBI) filed an 8-K current report with the SEC on June 18, 2026 reporting Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.07 (Submission of Matters to a Vote of Security Holders). Shareholders approved Code amendments effective June 17, 2026, changing governance rules immediately.

Designer Brands Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Shareholders approved Code amendments effective June 17, 2026, changing governance rules immediately
  • Enhanced advance-notice and disclosure requirements for shareholder proposals and director nominations
  • Modified voting standard for matters other than director elections
  • Expanded indemnification, expense advancement, and director liability provisions
  • Board authorized to amend the Code within limits of Ohio law, increasing governance flexibility

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • All four Class I nominees elected through 2029; Peter S. Cobb received the highest withheld votes at 8,945,676
  • Deloitte & Touche appointment ratified for fiscal year ending January 30, 2027, with 97,258,468 votes for
  • Fiscal 2025 executive compensation approved advisory basis, with 87,243,495 votes for
  • All six Code amendments approved, including advance-notice procedures and expanded board amendment authority
  • Director and officer indemnification amendment drew the strongest opposition, with 14,460,673 votes against

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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