Stein Mart 2015 Annual Report Download - page 21

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19
Changes in Internal Control Over Financial Reporting
There were no changes in the Company’s internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f)
under the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the
Company’s internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by this item is incorporated herein by reference to the disclosure found in the Proxy Statement for our June 21,
2016 Annual Meeting of Shareholders.
We have adopted a code of conduct applicable to all of our officers, directors and employees, including the principal executive officer,
principal financial officer, principal accounting officer and persons performing similar functions. The text of this code of conduct may be
found on our investor relations website at http://ir.steinmart.com (click on “Charters & Documents”). We intend to post notice of any waiver
from, or amendment to, any provision of our code of conduct on our website.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this item is incorporated herein by reference to the disclosure found in the Proxy Statement for our June 21,
2016 Annual Meeting of Shareholders.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
The information required by this item is incorporated herein by reference to the disclosure found in the Proxy Statement for our June 21,
2016 Annual Meeting of Shareholders.
Equity Compensation Plan Information
The following table presents information about our common stock that may be issued under equity-based compensation plans as of
January 30, 2016:
Plan Category
(a)
Number of securities
to be issued upon
ex ercise of
outstanding options,
w arrants and rights
(in thousands)
(b)
Weighted-av erage
ex ercise price of
outstanding options,
w arrants and rights
($)(1)
(c)
Number of securities
remaining available for
future issuance under
equity compensation plans
(ex cluding securities in
column (a)) (in thousands)
Equity compensation plans approved by shareholders 2,363 5.48$ 3,221
Equity compensation plans not approved by shareholders - - -
Total 2,363 5.48$ 3,221
(1) The weighted average exercise price does not take into account 1.3 million shares issuable related to restricted stock and performance share awards which have no
exercise price.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this item is incorporated herein by reference to the disclosure found in the Proxy Statement for our June 21,
2016 Annual Meeting of Shareholders.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
The information required by this item is incorporated herein by reference to the disclosure found in the Proxy Statement for our June 21,
2016 Annual Meeting of Shareholders.