MAHWAH, N.J.--(BUSINESS WIRE)--Mar. 4, 2015--
Ascena Retail Group Inc. (NASDAQ:ASNA) announced today that Randy L.
Pearce has been appointed to the newly created role of Lead Independent
Director. As Lead Independent Director, Mr. Pearce will preside at
executive sessions of the independent directors, will serve as liaison
between the independent directors and the Chairman of the Board and
between the independent directors and senior management, and will call
meetings of the independent directors, as appropriate.
David Jaffe, President and Chief Executive Officer of Ascena, commented,
“Randy has consistently been a strong, objective voice on Ascena’s
board. We are pleased to formalize and recognize his role and
responsibility, and to reinforce our commitment to strong governance
with the amendments announced today.”
The Company also announced that its Board of Directors has adopted
amendments to its by-laws that now provide for a majority-voting
standard for uncontested director elections. Any incumbent director who
does not receive at least a majority of the votes cast in such an
election will be required to tender his or her resignation to the Board
of Directors, which would then determine whether to accept the
The Company’s Board of Directors also adopted a set of Corporate
Governance Guidelines that, among other things, include policies and
procedures relating to the Lead Independent Director role and the
majority voting standard, as well as restrictions on hedging
transactions and pledging transactions by directors and executive
Additionally, the Board of Directors has expanded the responsibilities
of the Nominating Committee to include making recommendations relating
to corporate governance matters, and has renamed such Committee the
Nominating and Corporate Governance Committee.
The Company will file a Current Report on Form 8-K that will contain
further details. A copy of the Current Report, the amended and restated
by-laws, the Corporate Governance Guidelines and the Nominating and
Corporate Governance Committee Charter will also be available on the
Investor Relations section of the Company’s website, at www.ascenaretail.com,
click on “Investor Relations”.
About Randy L. Pearce
Mr. Pearce has been a director of the Company since 2005 and is
currently Chair of its Audit Committee and a member of the Compensation
Committee. In addition to his extensive financial background and deep
knowledge of Ascena, Mr. Pearce has significant leadership and operating
experience with other large publicly held retail companies. He
previously served as President of Regis Corporation, an owner, operator
and franchisor of hair and retail product salons. He also previously
served as Senior Executive Vice President, Chief Financial and
Administrative Officer of Regis Corporation and held various other
executive positions at Regis Corporation during his tenure there. Mr.
Pearce is a director and Chair of the Audit Committee of Appliance
Recycling Centers of America.
About Ascena Retail Group, Inc.
Ascena Retail Group, Inc. (NASDAQ:ASNA) is a leading specialty retailer
offering clothing, shoes, and accessories for missy and plus-size women
under the Lane Bryant, Cacique, maurices, dressbarn and Catherines
brands; and for tween girls under the Justice brand. Ascena Retail
Group, Inc. operates through its subsidiaries approximately 3,900 stores
throughout the United States and Canada.
For more information about Ascena Retail Group, Inc. and its brands,
Source: Ascena Retail Group Inc.
Ascena Retail Group, Inc.
James Palczynski, 203-682-8229