Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

June 3, 2024

Date of Report (date of earliest event reported)

THE BUCKLE, INC.

(Exact name of Registrant as specified in its charter)


Nebraska	001-12951	47-0366193
(State or other jurisdiction of	(Commission	(I.R.S. Employer
incorporation or organization)	File Number)	Identification No.)

2407 West 24th Street,

Kearney,

Nebraska

68845-4915

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (308) 236-8491

__________________________________________________________

(Former name, former address and former fiscal year if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.01 par value	BKE	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

ITEM 5.07. Submission of Matters to a Vote of Security Holders

The Buckle, Inc. held its Annual Meeting of Stockholders on June 3, 2024. The table below shows the final results of the voting at the Annual Meeting:


	For	Against	Withheld	Broker Non-Votes
Proposal 1 - Election of Board of Directors:
Daniel J. Hirschfeld	42,412,881	—	1,821,220	3,025,348
Dennis H. Nelson	43,708,096	—	526,005	3,025,348
Thomas B. Heacock	42,222,294	—	2,011,807	3,025,348
Kari G. Smith	41,538,593	—	2,695,508	3,025,348
Hank M. Bounds	43,953,191	—	280,910	3,025,348
Bill L. Fairfield	42,383,505	—	1,850,596	3,025,348
Bruce L. Hoberman	42,329,659	—	1,904,442	3,025,348
Michael E. Huss	43,630,970	—	603,131	3,025,348
Shruti S. Joshi	43,846,298	—	387,803	3,025,348
Angie J. Klein	41,073,415	—	3,160,686	3,025,348
John P. Peetz, III	42,479,777	—	1,754,324	3,025,348
Karen B. Rhoads	38,186,739	—	6,047,362	3,025,348
James E. Shada	42,397,016	—	1,837,085	3,025,348

	For	Against	Abstain	Broker Non-Votes

Proposal 2 - Ratify the selection of Deloitte & Touche LLP as independent registered public accounting firm	46,816,000	421,272	22,177	—
Proposal 3 - Approve the Company's 2024 Director Restricted Stock Plan	43,291,594	902,897	39,610	3,025,348

ITEM 8.01. Other Events

On June 4, 2024, The Buckle, Inc. issued a press release announcing a quarterly dividend of $0.35 per share to be paid on July 26, 2024, for shareholders of record at the close of business on July 12, 2024.

The full text of the press release is furnished as Exhibit 99.1 to this report.

ITEM 9.01(d). Exhibits

Exhibit 99.1 Press Release Dated June 4, 2024

Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


			The Buckle, Inc.

Date: June 4, 2024			By: /s/ THOMAS B. HEACOCK
			Name: Thomas B. Heacock
			Title: Senior Vice President of Finance,
			Treasurer and Chief Financial Officer

EXHIBIT INDEX


Exhibit 99.1			Press Release Dated June 4, 2024

Exhibit 104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

Exhibit 99.1


			The Buckle, Inc.

			2407 W. 24th St. Kearney, NE 68845

			P.O. Box 1480 Kearney, NE 68848-1480

			phone: 308-236-8491

			fax: 308-236-4493

For Immediate Release: June 4, 2024			web: www.buckle.com


Contact:			Thomas B. Heacock, Chief Financial Officer
			The Buckle, Inc.
			(308) 236-8491

THE BUCKLE, INC. REPORTS QUARTERLY DIVIDEND

KEARNEY, NE -- (BUSINESS WIRE) -- The Buckle, Inc. (NYSE: BKE) announced that at its quarterly meeting of the Board of Directors, held on June 3, 2024, the Board authorized a $0.35 per share quarterly dividend to be paid to shareholders of record at the close of business on July 12, 2024, with a payment date of July 26, 2024.

About Buckle

Buckle is a specialty retailer focused on delivering exceptional service and style through unforgettable experiences. Offering a curated mix of high-quality, on-trend apparel, accessories, and footwear, Buckle is for those living the styled life. Known as a denim destination, each store carries a wide selection of fits, styles, and finishes from leading denim brands, including the Company’s exclusive brand, BKE. Headquartered in Kearney, Nebraska, Buckle currently operates 440 retail stores in 42 states.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: All forward-looking statements made by the Company involve material risks and uncertainties and are subject to change based on factors which may be beyond the Company's control. Accordingly, the Company’s future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. Such factors include, but are not limited to, those described in the Company’s filings with the Securities and Exchange Commission. The Company does not undertake to publicly update or revise any forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.

News releases and other information on The Buckle, Inc.

can be accessed at www.buckle.com

###

Document and Entity Information	Jun. 03, 2024
Document And Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Jun. 03, 2024
Entity Registrant Name	BUCKLE, INC
Entity Incorporation, State or Country Code	NE
Entity File Number	001-12951
Entity Tax Identification Number	47-0366193
Entity Address, Address Line One	2407 West 24th Street
Entity Address, City or Town	Kearney
Entity Address, State or Province	NE
Entity Address, Postal Zip Code	68845-4915
City Area Code	308
Local Phone Number	236-8491
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	BKE
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000885245
Amendment Flag	false