TUESDAY MORNING CORP/DE: Nasdaq/NYSE listing notice — Tuesday Morning appoints Andrew Berger as CEO; Audit Committee non-compliant with Nasdaq

TUESDAY MORNING CORP/DE

Andrew T. Berger appointed CEO effective Nov 4, 2022; base salary $1M, signing bonus $1M, equity grants of $500k target value.
Audit Committee reduced to two members after Berger resigned from it; Nasdaq requires three independent members.
Company has cure period until May 3, 2023 or next annual meeting to regain compliance with Nasdaq Listing Rule 5605(c)(2).
William M. Baumann appointed COO and Interim Chief Merchant with base salary $515k and $20k monthly stipend.
Berger's employment agreement includes three-year term with potential renewal; severance provisions outlined.

item 3.01 item 5.02 item 9.01

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Appointed

Andrew T. Berger

Chief Executive Officer

TUESDAY MORNING CORP/DE

Filed: November 10, 2022, 6:59 PM ET

In connection with his appointment as Chief Executive Officer

Key facts

Extracted from this filing and checked against the source text.

Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.95

TUESDAY MORNING CORP/DE received a nasdaq deficiency notice notice regarding audit committee (rules 5605(c)(2), 5605(c)(4)(B)).

Exchange: nasdaq
Notice: deficiency notice
Deficiency: audit committee
Rules: 5605(c)(2), 5605(c)(4)(B)

Exact text from the filing

November 7, 2022, the Company notified Nasdaq of Mr. Berger’s appointment as Chief Executive Officer and resignation from the Audit Committee and the resulting non-compliance with Nasdaq Listing Rule 5605(c)(2). The Company also received a letter from Nasdaq indicating the Company was not in compliance with Nasdaq Listing Rule 5605 and noting that the Company would, in accordance with Nasdaq Listing Rule 5605(c)(4)(B), have a cure period until the earlier of its next annual meeting of shareholders or May 3, 2023 to regain compliance. The Company intends to appoint an additional independent dir

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Executive change SEC 8-K Item 5.02 confidence 0.95

Andrew T. Berger was appointed as Chief Executive Officer at TUESDAY MORNING CORP/DE.

Action: appointed
Role: Chief Executive Officer

Exact text from the filing

In connection with his appointment as Chief Executive Officer

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Source: SEC EDGAR

accession 0001104659-22-117118

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