SEC Comment Letter for GENESCO (GCO) — May 28, 2021
GENESCO INC
Date: May 28, 2021 · CIK: 0000018498 · Accession: 0000000000-21-006722
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Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE May 27, 2021 Via E -Mail Sabastian V. Niles , Esq. Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York , NY 10019
Re: Genesco Inc. Preliminary Proxy Statement on Schedule 14A Filed May 21, 2021 File No. 001 -03083
Dear M r. Niles :
We have reviewed the above -captioned filing , and have the following comments. Some of our comments may ask for additional information so that we may better understand the disclosure.
Please respond to this letter by amending the filing and/or by providing the requested information. After revie wing any amendment to the filing and any information provided in reply to these comments, we may have additional comments. If you do not believe our comments apply to your facts and circumstances, and/or do not believe an amendment is appropriate, please tell us why in a written response.
Preliminary Proxy Statement 1. Please fill in the blanks in your document .
Proposal 1. Election of Directors , page 14 2. Please clarify your disclosure to describe more precisely the business experience for Mr . Diamond and Mr. Lambros during the past five years.
Sabastian V. Niles, Esq. Wachtell, Lipton, Rosen & Katz May 27, 2021 Page 2
We remind you that the participants are responsible for the accuracy and adequacy of their disclosures, notwithstandin g any review, comments, action or absence of action by the staff. Please direct any questions to me at (202) 551 -3619.
Sincerely,
/s/ Daniel F. Duchovny
Daniel F. Duchovny
Special Counsel
Office of Mergers and Acquisitions
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
May 27, 2021
Via E -Mail
Sabastian V. Niles , Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York , NY 10019
Re: Genesco Inc.
Preliminary Proxy Statement on Schedule 14A
Filed May 21, 2021
File No. 001 -03083
Dear M r. Niles :
We have reviewed the above -captioned filing , and have the following comments. Some
of our comments may ask for additional information so that we may better understand the
disclosure.
Please respond to this letter by amending the filing and/or by providing the requested
information. After revie wing any amendment to the filing and any information provided in reply
to these comments, we may have additional comments. If you do not believe our comments
apply to your facts and circumstances, and/or do not believe an amendment is appropriate, please
tell us why in a written response.
Preliminary Proxy Statement
1. Please fill in the blanks in your document .
Proposal 1. Election of Directors , page 14
2. Please clarify your disclosure to describe more precisely the business experience for Mr .
Diamond and Mr. Lambros during the past five years.
Sabastian V. Niles, Esq.
Wachtell, Lipton, Rosen & Katz
May 27, 2021
Page 2
We remind you that the participants are responsible for the accuracy and adequacy of
their disclosures, notwithstandin g any review, comments, action or absence of action by the staff.
Please direct any questions to me at (202) 551 -3619.
Sincerely,
/s/ Daniel F. Duchovny
Daniel F. Duchovny
Special Counsel
Office of Mergers and Acquisitions