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NASDAQ: SCVL SHOE CARNIVAL INC 8-K

Shoe Carnival rebrands as Shoe Station Group, ticker changes to SHOE effective June 12

Filed June 11, 2026 · Period ending June 10, 2026 · ~1 min read

5 key changes 5 sections

Key Changes

  • medium

    Shareholders approved corporate name change from Shoe Carnival, Inc. to Shoe Station Group, Inc. with 99% support (25M for vs 162K against). New name and ticker symbol SHOE take effect June 12, 2026.

  • medium

    Stock will trade under new ticker SHOE instead of SCVL starting June 12. CUSIP number unchanged. Existing stock certificates remain valid and need not be exchanged.

  • low

    Board amended bylaws to reflect new corporate name, effective immediately after June 12 name change. Articles of Incorporation filed with Indiana Secretary of State June 10.

  • low

    Annual meeting results: Directors Diane Randolph and J. Wayne Weaver elected to three-year terms through 2029. Executive compensation approved in advisory vote with 96% support.

  • low

    Deloitte & Touche LLP ratified as independent auditor for fiscal 2026 with 99% shareholder approval.

Summary

Shoe Carnival is executing a complete corporate rebrand to Shoe Station Group, becoming effective June 12, 2026. The name change received overwhelming shareholder approval at the annual meeting, with 99% voting in favor. The company will trade under the new ticker symbol SHOE instead of SCVL starting at market open on June 12.

Existing shareholders need take no action—stock certificates remain valid and the CUSIP number is unchanged. The rebrand may signal strategic repositioning, though the filing provides no explanation for the change. The new name emphasizes "Station" and "Group," potentially reflecting an evolution in store format or business model.

Retail investors should watch for management commentary explaining the rationale and any accompanying strategic shifts. The annual meeting was otherwise routine, with directors elected, executive pay approved, and the auditor ratified—all with strong shareholder support. The company issued a press release June 11 announcing the change publicly. Watch for the first earnings call under the new name for insight into whether this rebrand accompanies operational changes or is purely cosmetic.

Section-by-Section Diff

Event · Item 5.03 — Amendments to Articles of Incorporation or Bylaws

~200 words

Item 5.03 — Amendments to Articles of Incorporation or Bylaws filed; see Key Changes for terms.

1 Added
Added Corporate name change medium

Added in current filing · verify on EDGAR →

On June 10, 2026, the shareholders of Shoe Carnival, Inc. (the “Company”) approved a proposal to amend the Company’s Amended and Restated Articles of Incorporation (the “Articles”) to change the name of the Company to Shoe Station Group, Inc., as disclosed in the Company’s definitive proxy statement for the 2026 Annual Meeting of Shareholders, which was filed with the Securities and Exchange Commission on April 29, 2026. As filed with the Indiana Secretary of State on June 10, 2026, the amended Articles will be effective on June 12, 2026.

Shareholders voted to change the company's legal name from Shoe Carnival, Inc. to Shoe Station Group, Inc. The amended Articles of Incorporation were filed with Indiana's Secretary of State on June 10, 2026, and the name change becomes effective June 12, 2026. This was previously disclosed in the proxy statement filed April 29, 2026.

Event · Item 5.07 — Submission of Matters to a Vote of Security Holders

~200 words

Annual shareholder meeting results: directors elected, executive pay approved, auditor ratified, and name change to Shoe Station Group approved.

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Added Director elections low

Added in current filing · verify on EDGAR →

The nominees for director were elected to serve three-year terms expiring at the 2029 annual meeting of shareholders and until their successors are elected and have qualified, as follows: Nominee | For | Against | Abstain | Broker Non-Votes Diane E. Randolph 20,690,085 | 2,467,029 | 5,610 | 2,118,220 J. Wayne Weaver 22,858,639 | 295,944 | 8,141 | 2,118,220

Shareholders elected Diane E. Randolph and J. Wayne Weaver as directors for three-year terms through 2029. Both nominees received majority support, with Weaver receiving stronger approval (22.9 million for vs 296k against) compared to Randolph (20.7 million for vs 2.5 million against).

Added Executive compensation approval low

Added in current filing · verify on EDGAR →

By the following vote, the shareholders approved the advisory (non-binding) vote on the compensation paid to the Company's named executive officers: For | Against | Abstain | Broker Non-Votes | 22,116,632 | 854,835 | 191,257 | 2,118,220

Shareholders approved executive compensation in an advisory say-on-pay vote with 22.1 million votes for and 855k against. This non-binding vote indicates shareholder support for the company's executive pay practices.

Added Auditor ratification low

Added in current filing · verify on EDGAR →

The appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal 2026 was ratified by the following shareholder vote: For | Against | Abstain | Broker Non-Votes | 25,071,774 | 152,109 | 57,061 | 0

Shareholders ratified Deloitte & Touche LLP as the independent auditor for fiscal 2026 with overwhelming support (25.1 million for vs 152k against). This is a routine annual vote confirming the audit firm selection.

Event · Item 7.01 — Regulation FD Disclosure

~100 words

Item 7.01 — Regulation FD Disclosure filed; see Key Changes for terms.

1 Added
Added Corporate name change medium

Added in current filing · verify on EDGAR →

On June 11, 2026, the Company issued a press release to publicly announce its name will change to Shoe Station Group, Inc. effective June 12, 2026.

The company is changing its legal name from Shoe Carnival Inc to Shoe Station Group, Inc. effective June 12, 2026. This is a corporate rebranding that may reflect strategic repositioning or business evolution, though the filing provides no additional context on the rationale.

Event · Item 8.01 — Other Events

~200 words

Item 8.01 — Other Events filed; see Key Changes for terms.

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Added Ticker symbol change low

Added in current filing · verify on EDGAR →

at the market open on June 12, 2026, the Company’s common stock is expected to commence trading on The Nasdaq Stock Market LLC under the new trading symbol “SHOE” and will cease trading under the trading symbol “SCVL.”

The company's stock will begin trading under the new ticker symbol SHOE instead of SCVL starting June 12, 2026. The CUSIP number remains unchanged, meaning this is purely a symbol change with no impact on share identification or ownership.

Added Corporate name change low

Added in current filing · verify on EDGAR →

After the name change, all newly issued and transferred shares will be held in direct registration accounts and, together with uncertificated shares currently held in direct registration accounts, will bear the name “Shoe Station Group, Inc.”

The company has changed its corporate name to Shoe Station Group, Inc. Existing stock certificates remain valid and do not need to be exchanged. Only newly issued shares will reflect the new name.

Event · Item 9.01 — Financial Statements and Exhibits

~100 words

Shoe Carnival filed amended articles and bylaws for Shoe Station Group, Inc. effective June 12, 2026, with a press release attached.

2 Added
Added Amended corporate documents for Shoe Station Group medium

Added in current filing · verify on EDGAR →

Amended and Restated Articles of Incorporation of Shoe Station Group, Inc., as amended and restated effective June 12, 2026

The company filed amended and restated articles of incorporation for Shoe Station Group, Inc., a subsidiary or related entity, effective June 12, 2026. The 8-K also includes amended bylaws for the same entity effective the same date. Without access to the exhibits or press release, the specific nature of the amendments cannot be determined from this cover filing alone.

Added Press release disclosure medium

Added in current filing · verify on EDGAR →

Press Release of the Company dated June 11, 2026

A press release dated June 11, 2026 was attached as an exhibit. The content of the press release is not included in this 8-K body, but it likely provides context for the corporate document amendments disclosed in this filing.

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