false 0001579298 0001579298 2020-05-04 2020-05-04












Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 4, 2020



(Exact Name of Registrant As Specified In Charter) 









(State or Other Jurisdiction

of Incorporation)


File Number)

(IRS Employer

Identification No.)

2006 Route 130 North

Burlington, New Jersey 08016

(Address of Principal Executive Offices, including Zip Code)

(609) 387-7800

(Registrant’s telephone number, including area code)

Not applicable

(Former Name or Former Address, 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:

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

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

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

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, par value $0.0001 per share


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).

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.















Item 7.01.Regulation FD Disclosure.

On May 4, 2020, Burlington Stores, Inc. (the “Company”) posted on its website (www.burlington.com) and its investor relations website (www.burlingtoninvestors.com) a communication from Michael O’Sullivan, the Company’s Chief Executive Officer, regarding the Company’s plans for reopening its stores (the “Letter”), which have been temporarily closed since March 2020 as a result of the COVID-19 pandemic.  A copy of the Letter is furnished as Exhibit 99.1 hereto and incorporated by reference herein.  

The information contained in this Item 7.01, and Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of, or otherwise regarded as filed under, 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 shall be expressly set forth by specific reference in such filing.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits




















Communication entitled “A Message from Michael O’Sullivan, Chief Executive Officer, Burlington Stores” issued by Burlington Stores, Inc. on May 4, 2020



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



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.






/s/ David Glick



David Glick



Senior Vice President of Investor Relations and Treasurer



Date: May 4, 2020



Exhibit 99.1

May 4, 2020

A Message from Michael O’Sullivan, Chief Executive Officer, Burlington Stores

As we have stated from the beginning of the COVID-19 pandemic, protecting the health and safety of our customers, associates, and the communities that we serve is our top priority.  Accordingly, we moved quickly to close our stores, distribution centers, and corporate offices in March.  Now, as various states across the country begin to authorize the re-opening of businesses, we continue to keep health and safety as a top priority as we take steps to re-open our stores.  

We recognize that our customers and associates need to be safe and comfortable when they work and shop for great values in our stores. Therefore, as states begin to lift their restrictions, we are taking very important steps to ensure everyone’s safety and well-being. We plan to implement social distancing practices in stores as they re-open, including:


Signage to remind customers and associates to practice social distancing and remain at least six feet apart


One way entrances and exits at the front of the store and in the department aisles


Wider check-out lanes, with social distancing markers on the floor, and


Increased space at each register between customers and associates

In addition, we will take proactive steps to routinely clean and disinfect all areas of the store, including frequently cleaning high-touch areas, providing sanitization materials throughout the store, making shopping cart wipes available, and having deep cleaning response plans in place. Associates will be screened before returning to work, wear face coverings while in the store, and be provided gloves.  We will of course also comply with local ordinances and all applicable regulations regarding the operation of our stores.

Knowing that the Coronavirus pandemic has been a challenge for us all, we are approaching the re-opening process very carefully. We want to re-open stores methodically and thoughtfully, prioritizing the health and safety of our associates and customers.  And we will take this same approach when we re-open our corporate facilities and distribution centers in the coming months.

We expect our stores to open in phases as local government guidelines allow, with the first wave of stores to re-open on or about May 11, 2020.  This will be followed by additional phased groups of store re-openings during the coming weeks and months.

As stores begin to re-open, our website, Burlington.com, will provide the latest information on the safety measures we are taking as well as store status. We look forward to welcoming our associates and customers so that we can get back to providing them with great values on brand name merchandise. Stay safe, stay healthy, and we’ll see you soon.


Michael O’Sullivan, Chief Executive Officer

This letter contains forward-looking statements, including relating to future actions and results, which are subject to risks and uncertainties. Refer to page 1 of our Fiscal 2019 Annual Report on Form 10-K and subsequent filings with the Securities and Exchange Commission for additional information.