CATO CORP — Regulatory Filings 2021

Aug 27, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION 450 Fifth Street NW Washington, D.C. 29549

Form8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):August 27, 2021

THE CATO CORPORATION (Exact Name of Registrant as Specified in Its Charter)

Delaware1-3134056-0484485 (State or Other Jurisdiction(Commission(IRS Employer of IncorporationFile Number)Identification No.)

8100 Denmark Road,Charlotte,North Carolina28273-5975 (Address of Principal Executive Offices)(Zip Code)

(704)554-8510 (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 classTrading Symbol(s)Name of each exchange on which registered Class A - Common Stock, par value $.033 per shareCATONew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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).
Emerging growth company☐

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.☐

THE CATO CORPORATION

Item 7.01. Regulation FD Disclosure.

On August 27, 2021, The Cato Corporation issued a press release announcing the decision to increase the quarterly dividend.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The information contained in this Item 7.01 and in 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”), or incorporated by reference in 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 a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 - Press Release issued August 27, 2021

Exhibit 104 – Cover Page Interactive Data File (embedded within Inline XBRL document)

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Signatures

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 thereunto duly authorized.

THE CATO CORPORATION

August 27, 2021/s/ John P. D. Cato DateJohn P. D. Cato Chairman, President and Chief Executive Officer

August 27, 2021/s/ John R. Howe DateJohn R. Howe Executive Vice President Chief Financial Officer

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Exhibit Index

ExhibitExhibitNo.

Exhibit 99.1 - Press Release issued August 27,99.1 2021

Exhibit 104 – Cover Page Interactive Data File104 (embedded within Inline XBRL document)

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