Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Ms. Doniel N. Sutton has been elected as a member of the Board of Directors
of Ross Stores, Inc. (the "Company"), her election to be effective March 11,
2021, with an initial term expiring at the Company's 2021 Annual Meeting of
Stockholders. Ms. Sutton is an independent director under the corporate
governance requirements of the Listing Rules of the NASDAQ Stock Market. She has
not yet been named to any committees of the Board of Directors; it is
anticipated that committee assignments will be determined following the 2021
Annual Meeting of Stockholders.
Ms. Sutton will receive cash compensation and will be granted restricted stock
for her services on the Board of Directors and any applicable committees, in
accordance with the Company's standard fee arrangements and as approved by the
Compensation Committee.
A copy of the press release announcing Ms. Sutton's election is attached hereto
as Exhibit 99.1.
Item 7.01 Regulation FD Disclosure.
On March 4, 2021, the Company issued a press release regarding Ms. Sutton's
election to the Company's Board of Directors. The full text of the Company's
press release is attached hereto as Exhibit 99.1.
The information furnished with this Item 7.01, including Exhibit 99.1, shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by
reference into any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as expressly set forth by specific reference in such a
filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Description
No.
99.1 March 4 , 2021 Press Release by Ross Stores, Inc.
104 Cover Page Interactive Data File. (The cover page interactive data file does
not appear in the Interactive Data File because its XBRL tags are embedded
within the Inline XBRL document.)
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