Delaware
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001-04129
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75-0675400
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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901 West Walnut Hill Lane, Irving, TX
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75038
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(Address of principal executive officers)
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(Zip Code)
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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1.
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The proposal to adopt the Agreement and Plan of Merger, dated as of February 19, 2014 (the “Merger Agreement”), by and among the Company, Signet Jewelers Limited and Carat Merger Sub, Inc., providing for the merger of Merger Sub with and into the Company (the “Merger”).
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For
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Against
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Abstain
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|||
22,919,414
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9,749,693
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4,194,997
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2.
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The proposal to approve (on a non-binding, advisory basis) the compensation that may be paid or become payable to the Company’s named executive officers in connection with, or following, the consummation of the Merger.
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For
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Against
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Abstain
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|||
24,257,334
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7,977,825
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4,628,945
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Zale Corporation | |||
Date: May 29, 2014 | By: | /s/ Thomas A. Haubenstricker | |
Name: Thomas A. Haubenstricker | |||
Title: Senior Vice President, | |||
Chief Financial Officer |