Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On December 11, 2022, Rhonda J. Parish was elected to serve as a member of the
board of directors (the "Board") of Tuesday Morning Corporation (the "Company").
Biographical information for Ms. Parish is provided below.
Ms. Parish, age 66, has served as a Partner of the law firm Taylor English Duma
LLP since August 2021. Prior to joining Taylor English, Ms. Parish was a
restaurant executive with over thirty years of experience in the retail and
restaurant industries. Most recently, she was Chief Legal Officer and Secretary
at Ruby Tuesday, Inc., owner, operator and franchisor of casual dining
restaurants, from March 2015 to February 2018, with leadership responsibilities
for the legal, risk management, quality assurance and corporate secretary
functions. Along with the Chairman of the Board of Directors she led Ruby
Tuesday through its exploration of strategic alternatives, which resulted in the
sale of the company from public to private ownership. Previously, she held
executive positions with Einstein Noah Restaurant Group, a bagel shop operator,
in Lakewood, CO from 2010 to January 2015, Denny's Corporation (and its
predecessor companies), franchisor and operator of franchised full-service
restaurant chains, in Spartanburg, SC from 1995 to June 2008 and Walmart
Stores, Inc., a retail corporation, in Bentonville, AR from September 1983 to
1994. Prior board service has included membership on the United States Chamber
of Commerce Board of Directors and the board of directors of both the Charles
Lea Center and the Charles Lea Center Foundation in Spartanburg, SC. Ms. Parish
also served on the Board of Directors of the Center for Legal Inclusiveness
("CLI"), a 501(c)(3) dedicated to advancing diversity in the legal profession by
actively educating and supporting private and public sector legal organizations
in their own individual campaigns to create cultures of inclusion, and was on
the CLI Advisory Council.
There are no understandings or arrangements between Ms. Parish and any other
person pursuant to which she was selected to serve as a director of the Company
and there are no reportable transactions under Item 404(a) of Regulation S-K.
Ms. Parish will receive compensation for service on the Board in accordance with
the Company's standard compensatory arrangements for non- employee directors as
described in the Company's Form 10-K/A for the fiscal year ended July 2, 2022
filed with the Securities and Exchange Commission on October 28, 2022.
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