---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-22-117118"
form_type: "8-K"
ticker: null
cik: "0000878726"
company_name: "TUESDAY MORNING CORP/DE"
filed_at: "2022-11-10T23:59:59+00:00"
generated_at: "2026-06-22T00:25:01.447446+00:00"
event_type: "leadership"
sentiment: "negative"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Tuesday Morning appoints Andrew Berger as CEO; Audit Committee non-compliant with Nasdaq

## Summary
- 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.

## SEC filing metadata
- accession: 0001104659-22-117118
- form_type: 8-K
- cik: 0000878726
- company_name: TUESDAY MORNING CORP/DE
- filed_at: 2022-11-10T23:59:59+00:00
- event_type: leadership
- sentiment: negative
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 3.01, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/878726/000110465922117118/0001104659-22-117118-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/878726/000110465922117118/tm2230201d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-22-117118
- JSON: https://secwatch.observer/filing/0001104659-22-117118.json
- Plain text: https://secwatch.observer/filing/0001104659-22-117118.txt

## Key facts
- Listing & Compliance Notices
  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)
  source text: 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/878726/000110465922117118/0001104659-22-117118-index.htm
- Executive change
  Andrew T. Berger was appointed as Chief Executive Officer at TUESDAY MORNING CORP/DE.
  - Action: appointed
  - Role: Chief Executive Officer
  source text: In connection with his appointment as Chief Executive Officer
  evidence_url: https://www.sec.gov/Archives/edgar/data/878726/000110465922117118/0001104659-22-117118-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.