Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On April 5, 2021, Kurtis J. Wolf notified GameStop Corp. (the "Company") of his
resignation as a member of the Board of Directors of the Company (the "Board"),
effective immediately. Mr. Wolf's resignation is not the result of any
disagreement with the Company or the Board on any matter relating to the
Company's operations, policies or practices.
Item 7.01 Regulation FD Disclosure.
On April 8, 2021, the Company issued a press release announcing the slate of
director candidates for its 2021 annual meeting of stockholders (the "2021
Annual Meeting"), a copy of which is furnished with this Current Report on Form
8-K as Exhibit 99.1.
The information furnished herewith pursuant to this Item 7.01 of this Current
Report on Form 8-K shall not be deemed to be "filed" for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or
otherwise subject to the liabilities of that section, and shall not be
incorporated by reference into any registration statement or other document
under the Securities Act of 1933, as amended or the Exchange Act, except as
shall be expressly set forth by specific reference in such filing.
Additional Information and Where to Find It
This filing may be deemed to be solicitation material in respect of the matters
to be considered at the 2021 Annual Meeting. In connection with the 2021 Annual
Meeting, the Company plans to file with the Securities and Exchange Commission
("SEC") and furnish to the Company's stockholders one or more proxy statements
and other relevant documents. BEFORE MAKING ANY VOTING DECISION, THE COMPANY'S
STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT(S) IN THEIR ENTIRETY WHEN
THEY BECOME AVAILABLE AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN
CONNECTION WITH THE 2021 ANNUAL MEETING OR INCORPORATED BY REFERENCE IN THE
PROXY STATEMENT(S) BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
2021 ANNUAL MEETING AND THE PARTIES RELATED THERETO. The Company's stockholders
will be able to obtain a free copy of documents filed with the SEC at the SEC's
website at http://www.sec.gov or the Company's website at
http://investor.GameStop.com.
Participants in the Solicitation
The directors, executive officers and certain other members of management and
employees of the Company may be deemed "participants" in the solicitation of
proxies from stockholders in connection with the matters to be considered at the
2021 Annual Meeting. Information regarding the persons who may, under the rules
of the SEC, be considered participants in the solicitation of the stockholders
of the Company in connection with the 2021 Annual Meeting will be set forth in
the applicable proxy statement and other relevant documents to be filed with the
SEC. You can find information about the Company's executive officers and
directors in the Company's definitive proxy statement in connection with the
2021 Annual Meeting when filed with the SEC on Schedule 14A and the Company's
and such persons' other filings with the SEC.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release issued by GameStop Corp., dated April 8, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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