TUEM / Tuesday Morning Corp. - New - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

Tuesday Morning Corp. - New
US ˙ NASDAQ ˙ US89904V1017
SIMBOL INI TIDAK AKTIF LAGI

Statistik Asas
LEI 549300OU1ZEZL3ST1C52
CIK 878726
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Tuesday Morning Corp. - New
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
August 11, 2023 SC 13D/A

TUEM / Tuesday Morning Corp. - New / Tensile Capital Management LP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* TUESDAY MORNING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 89904V 101 (CUSIP Number) Tensile Capital Management LP 700 Larkspur Landing Circle, Suite 255 Larkspur, CA 94939 Attention: Douglas J. Dos

March 10, 2023 EX-10.1

DEBTOR-IN-POSSESSION CREDIT AGREEMENT dated as of March 7, 2023, TUESDAY MORNING, INC., as Borrower, TUESDAY MORNING CORPORATION, as the Parent, TMI HOLDINGS, INC., as Intermediate Holdings, EACH SUBSIDIARY GUARANTOR FROM TIME TO TIME PARTY HERETO, T

Exhibit 10.1 [Execution] DEBTOR-IN-POSSESSION CREDIT AGREEMENT dated as of March 7, 2023, among TUESDAY MORNING, INC., as Borrower, TUESDAY MORNING CORPORATION, as the Parent, TMI HOLDINGS, INC., as Intermediate Holdings, EACH SUBSIDIARY GUARANTOR FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, 1903P LOAN AGENT, LLC, as Administrative Agent, 1903P LOAN AGENT, LLC, as So

March 10, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): March 7, 2023 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commission F

February 17, 2023 EX-10.1

Senior Secured Super Priority Debtor-In-Possession Term Loan Agreement dated as of February 16, 2023, TUESDAY MORNING CORPORATION, as Holdings, TUESDAY MORNING, INC., as Borrower, THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, CANTOR FITZGERA

Exhibit 10.1 Execution Version Senior Secured Super Priority Debtor-In-Possession Term Loan Agreement dated as of February 16, 2023, among TUESDAY MORNING CORPORATION, as Holdings, TUESDAY MORNING, INC., as Borrower, THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, and CANTOR FITZGERALD SECURITIES, as Administrative Agent TABLE OF CONTENTS ARTICLE I Definitions 2 Section 1.01 Defined Terms 2

February 17, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): February 16, 2023 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

February 16, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Costs Associated with Exit or Disposal Activities, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): February 10, 2023 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

February 14, 2023 EX-99.1

Tuesday Morning Corp. Files Chapter 11 to Support Reorganization and Transformation Chapter 11 Filing is Intended to Reduce Outstanding Liabilities, Provide Access to Significant Capital and Position the Company to Return to Serving Heritage Markets

Exhibit 99.1 Tuesday Morning Corp. Files Chapter 11 to Support Reorganization and Transformation Chapter 11 Filing is Intended to Reduce Outstanding Liabilities, Provide Access to Significant Capital and Position the Company to Return to Serving Heritage Markets in a Profitable Manner Company Secures $51.5 Million Debtor-in-Possession Financing Commitment from Invictus Global Management to Support

February 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): February 14, 2023 TUESDAY MORNING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): February 14, 2023 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

February 14, 2023 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 20225 Estimated average burden hours per response. . . . . . .2.50 FORM 12b-25 SEC FILE NUMBER 001-40432 NOTIFICATION OF LATE FILING CUSIP NUMBER 89904V 200 (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended:

February 9, 2023 SC 13G/A

US89904V2007 / TUESDAY MORNING CORP / ADAGE CAPITAL PARTNERS GP, L.L.C. - TUESDAY MORNING CORPORATION Passive Investment

SC 13G/A 1 p23-0699sc13ga.htm TUESDAY MORNING CORPORATION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tuesday Morning Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 89904V200 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Stat

February 3, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): January 29, 2023 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissio

January 26, 2023 SC 13G/A

US89904V2007 / TUESDAY MORNING CORP / Greenhouse Funds LLLP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

January 6, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): January 5, 2023 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commission

January 5, 2023 EX-99.1

AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G

EX-99.1 2 d431076dex991.htm EX-99.1 EXHIBIT 99.1 AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G The undersigned agree to file jointly with the Securities and Exchange Commission (the “SEC”) any and all statements on Schedule 13D or Schedule 13G (and any amendments or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in conne

January 5, 2023 SC 13D/A

TUEM / Tuesday Morning Corp New / Tensile Capital Management LP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* TUESDAY MORNING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 89904V 101 (CUSIP Number) Tensile Capital Management LP 700 Larkspur Landing Circle, Suite 255 Larkspur, CA 94939 Attention: Douglas J. Dossey Telep

January 3, 2023 SC 13D/A

TUEM / Tuesday Morning Corp New / Osmium Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* TUESDAY MORNING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 89904V 101 (CUSIP Number) Osmium Partners, LLC 300 Drakes Landing Road, Suite 172 Greenbrae, CA 94904 Attention: John H. Lewis Telephone: (415) 785-

January 3, 2023 25

FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934.

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0080 Expires: May 31, 2024 Estimated average burden hours per response 1.00 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40432 Tuesday Morning Corporation The NASDAQ Capital Market (Exact nam

December 23, 2022 EX-99.1

Tuesday Morning Announces Voluntary Delisting from the Nasdaq Capital Market

Exhibit 99.1 Tuesday Morning Announces Voluntary Delisting from the Nasdaq Capital Market DALLAS, December 23, 2022 – Tuesday Morning Corporation (NASDAQ: TUEM) (“Tuesday Morning” or the “Company”), a leading off-price retailer of home goods and décor, today announced that it has notified The Nasdaq Stock Market LLC (“Nasdaq”) of the Company’s decision to voluntarily delist its common stock from t

December 23, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 23, 2022 Tuesday Morning

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 23, 2022 Tuesday Morning Corporation (Exact name of registrant as specified in its charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Comm

December 15, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 11, 2022 TUESDAY MORNING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 11, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

November 29, 2022 EX-99.1

Tuesday Morning Corporation Announces Reverse Stock Split

Exhibit 99.1 Tuesday Morning Corporation Announces Reverse Stock Split DALLAS, Nov. 29, 2022 (GLOBE NEWSWIRE) – Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and décor, today announced a 1-for-30 reverse split of its common stock, par value $0.01, effective at 5:00 p.m. Eastern time on Wednesday, November 30, 2022. Tuesday Morning’s common stock will contin

November 29, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 29, 2022 TUESDAY MORNING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 29, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

November 29, 2022 EX-3.1

Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TUESDAY MORNING CORPORATION Tuesday Morning Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Tuesday Morning Corporation. The original Certificate of Incorporation of the Corporation

November 23, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 21, 2022 TUESDAY MORNING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 21, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

November 23, 2022 EX-10.1

Tuesday Morning Corporation Amended and Restated Executive Severance Plan

Exhibit 10.1 TUESDAY MORNING CORPORATION AMENDED AND RESTATED EXECUTIVE SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION Effective November 21, 2022 TUESDAY MORNING CORPORATION AMENDED AND RESTATED EXECUTIVE SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION ARTICLE I. INTRODUCTION Tuesday Morning Corporation (the “Company”) previously established and adopted the Tuesday Morning Corporation Executive Severanc

November 22, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED October 1, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40432 TUESDAY MORNING CORPORATION (E

November 22, 2022 EX-99.1

TUESDAY MORNING CORPORATION ANNOUNCES FIRST QUARTER FISCAL 2023 RESULTS

Exhibit 99.1 TUESDAY MORNING CORPORATION ANNOUNCES FIRST QUARTER FISCAL 2023 RESULTS DALLAS, TX – November 22, 2022 – Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and décor, today announced its results for the first quarter fiscal 2023 ended October 1, 2022. Andrew Berger, Chief Executive Officer, stated, “Our first quarter sales performance was inline wit

November 22, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 22, 2022 TUESDAY MORNING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 22, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

November 17, 2022 NT 10-Q/A

Read Instruction (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 20225 Estimated average burden hours per response. . . . . . .2.50 FORM 12b-25/A SEC FILE NUMBER 001-40432 NOTIFICATION OF LATE FILING CUSIP NUMBER 89904V 101 (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended

November 14, 2022 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

NT 10-Q 1 tm2230198d1nt10q.htm NT 10-Q OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 20225 Estimated average burden hours per response. . . . . . .2.50 FORM 12b-25 SEC FILE NUMBER 001-40432 NOTIFICATION OF LATE FILING CUSIP NUMBER 89904V 101 (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ For

November 10, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 4, 2022 TUESDAY MORNING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 4, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissio

November 10, 2022 EX-10.1

10.1 Employment Agreement, dated November 4, 2022, between the Company and Andrew T. Berger

Exhibit 10.1 EXECUTION VERSION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is executed on November 6, 2022 (the “Effective Date”) by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Andrew T. Berger (the “Executive”). The Company and the Executive shall each be referred to herein individually as a “Party” and collectively as the “Parties.”

November 10, 2022 EX-10.2

10.2 Employment Agreement, dated November 4, 2022, between the Company and William Baumann

Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is executed on November 4, 2022 (the “Effective Date”) by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and William M. Baumann (the “Executive”). The Company and the Executive shall each be referred to herein individually as a “Party” and collectively as the “Parties.” RECITALS Whereas

November 4, 2022 EX-10.1

Transition Agreement, dated November 4, 2022, between the Company and Fred Hand

Exhibit 10.1 EXECUTION VERSION transition agreement This Transition Agreement (“Agreement”) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Fred Hand (the “Executive”), effective as of the date it is executed by both Parties (the “Effective Date”). The Company and the Executive are referred to herein individually as a “Party” and collectively

November 4, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): October 31, 2022 TUESDAY MORNING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): October 31, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissio

November 4, 2022 EX-10.3

Transition Agreement, dated November 4, 2022, between the Company and Paul Metcalf

Exhibit 10.3 EXECUTION VERSION transition agreemenT This Transition Agreement (“Agreement”) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Paul Metcalf (the “Executive”), effective as of the date it is executed by both Parties (the “Effective Date”). The Company and the Executive are referred to herein individually as a “Party” and collectiv

November 4, 2022 EX-10.2

Transition Agreement, dated November 4, 2022, between the Company and Marc Katz

Exhibit 10.2 EXECUTION VERSION transition agreement This Transition Agreement (“Agreement”) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Marc Katz (the “Executive”), effective as of the date it is executed by both Parties (the “Effective Date”). The Company and the Executive are referred to herein individually as a “Party” and collectively

October 28, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 2, 2022 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-40432 Tuesday Morning Corporation (Exact n

October 21, 2022 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ¨ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement Tuesday Morning Corporation (Name of

October 7, 2022 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement Tuesday Morning Corporation (Name of

September 30, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 28, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commiss

September 28, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 2, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-40432 Tuesday Morning Corporation (Exact name of registrant

September 23, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 23, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commiss

September 23, 2022 EX-99.1

TUESDAY MORNING CORPORATION ANNOUNCES FISCAL 2022 RESULTS Provides Q1 and Full Year Fiscal 2023 Outlook

Exhibit 99.1 TUESDAY MORNING CORPORATION ANNOUNCES FISCAL 2022 RESULTS Provides Q1 and Full Year Fiscal 2023 Outlook DALLAS, TX ? September 23, 2022 ? Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and d?cor, today announced its results for the fourth quarter and full year fiscal 2022 ended July 2, 2022. Fred Hand, Chief Executive Officer, stated, ?We contin

September 22, 2022 EX-99.1

Tuesday Morning Announces Closing of Strategic Investment from Group Led by Retail Ecommerce Ventures, the Owner of Pier 1 Imports and Top Consumer Brands $35 Million Investment Fortifies Tuesday Morning’s Balance Sheet and Positions the Company to E

Exhibit 99.1 Tuesday Morning Announces Closing of Strategic Investment from Group Led by Retail Ecommerce Ventures, the Owner of Pier 1 Imports and Top Consumer Brands $35 Million Investment Fortifies Tuesday Morning?s Balance Sheet and Positions the Company to Execute New Omni-Channel Growth Strategy New, Exclusive Channel Licensing Agreement Enables the Company to Sell Pier 1 Products and Launch

September 22, 2022 EX-4.2

FILO C Note, dated as of September 20, 2022, from Tuesday Morning Corporation to TASCR Ventures, LLC (incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 22, 2022)

Exhibit 4.2 Execution Version FILO C NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU

September 22, 2022 EX-4.3

Form of Junior Secured Convertible Note, dated as of September 20, 2022, from Tuesday Morning Corporation to TASCR Ventures, LLC (incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 22, 2022)

Exhibit 4.3 Execution Version JSC NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSU

September 22, 2022 EX-4.4

Form of Junior Secured Convertible Note, dated as of September 20, 2022, from Tuesday Morning Corporation to certain members of management (incorporated by reference to Exhibit 4.4 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 22, 2022)

Exhibit 4.4 Execution Version MANAGEMENT JSC NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD E

September 22, 2022 EX-99.7

OPERATING AGREEMENT TASCR VENTURES, LLC (A DELAWARE LIMITED LIABILITY COMPANY) SEPTEMBER 20, 2022

Exhibit 99.7 Execution Copy OPERATING AGREEMENT OF TASCR VENTURES, LLC (A DELAWARE LIMITED LIABILITY COMPANY) SEPTEMBER 20, 2022 THE COMPANY MEMBERSHIP INTERESTS REPRESENTED BY THIS OPERATING AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH INTERESTS MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE DIS

September 22, 2022 SC 13D

TUEM / Tuesday Morning Corp New / TASCR Ventures, LLC - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.

September 22, 2022 EX-10.1

Amended and Restated Note Purchase Agreement, dated as of September 20, 2022, among Tuesday Morning Corporation, Tuesday Morning, Inc., the purchasers named therein, and TASCR Ventures CA, LLC, as collateral agent (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 22, 2022)

Exhibit 10.1 Execution Version AMENDED AND RESTATED NOTE PURCHASE AGREEMENT dated as of September 20, 2022 by and among TUESDAY MORNING CORPORATION, as Issuer TUESDAY MORNING, INC., THE PURCHASERS PARTY HERETO and TASCR VENTURES CA, LLC, as Collateral Agent TABLE OF CONTENTS Page Article I PURCHASE; CLOSING Section 1.1 Purchase 1 Section 1.2 Closing 2 Section 1.3 Closing Conditions 3 Section 1.4 I

September 22, 2022 EX-4.1

Registration Rights Agreement, dated as of September 20, 2022 (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 22, 2022)

Exhibit 4.1 Execution Version REGISTRATION RIGHTS AGREEMENT by and among TUESDAY MORNING CORPORATION and THE PURCHASERS PARTY HERETO Table of Contents ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Registrable Securities 4 ARTICLE II REGISTRATION RIGHTS 4 Section 2.1 Shelf Registration 4 Section 2.2 Piggyback Registration 6 Section 2.3 Secondary Underwritten Offering 8 Section 2.4 S

September 22, 2022 EX-10.2

Second Amendment to Credit Agreement, dated as of September 20, 2022, among Tuesday Morning, Inc., Tuesday Morning Corporation, TMI Holdings, Inc., the subsidiary guarantors party thereto, the lenders party thereto, Wells Fargo Bank, National Association, as administrative agent and collateral agent, and 1903P Loan Agent, LLC, as documentation agent for the FILO B Facility (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 22, 2022)

Exhibit 10.2 EXECUTION VERSION SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?), dated as of September 20, 2022, is entered into among TUESDAY MORNING, INC., a Texas corporation (the ?Borrower?), TUESDAY MORNING CORPORATION, a Delaware corporation (the ?Parent?), TMI HOLDINGS, INC., a Delaware corporation (?Intermediate Holdings?), the Subsidiary Gu

September 22, 2022 EX-10.3

Fifth Amendment to Credit Agreement, dated as of September 20, 2022, among Tuesday Morning, Inc., Tuesday Morning Corporation, TMI Holdings, Inc., the lenders party thereto, and Alter Domus (US), LLC, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 22, 2022)

Exhibit 10.3 Execution Version FIFTH AMENDMENT TO CREDIT AGREEMENT This FIFTH AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?), dated as of September 20, 2022, is entered into among TUESDAY MORNING, INC., a Texas corporation (the ?Borrower?), TUESDAY MORNING CORPORATION, a Delaware corporation (the ?Parent?), TMI HOLDINGS, INC., a Delaware corporation (?Intermediate Holdings?), the LENDERS party h

September 22, 2022 8-K

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 20, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commiss

September 22, 2022 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d358104dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Tuesday Morning Corporation, a Dela

September 16, 2022 NT 10-K

Read Instruction (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-40432 NOTIFICATION OF LATE FILING CUSIP NUMBER 89904V 101 (Check One): x Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: July 2, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transit

September 15, 2022 SC 13D/A

TUEM / Tuesday Morning Corp New / Tensile Capital Management LP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* TUESDAY MORNING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 89904V101 (CUSIP Number) Tensile Capital Management LP 700 Larkspur Landing Circle, Suite 255 Larkspur, CA 94939 Attention: Douglas J. Dossey Teleph

September 14, 2022 EX-99.6

Voting Agreement, dated as of September 12, 2022, between the Company and Osmium Partners (Larkspur SPV), LP (incorporated by reference to Exhibit 99.6 to the Schedule 13D/A of Osmium Partners LLC (File No. 005-42341))

EX-99.6 2 brhc10041821ex99-6.htm EXHIBIT 99.6 Exhibit 99.6 VOTING AGREEMENT This Voting Agreement (this “Agreement”), dated as of September 12, 2022, is entered into by and among Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Osmium Partners (Larkspur SPV), LP (“Larkspur”). Capitalized terms used but not defined herein shall have the meanings given to them in the Note Pur

September 14, 2022 EX-99.7

Letter Agreement, dated as of September 9, 2022, by and among the Osmium Partners, Osmium Equation and Tensile (incorporated by reference to Exhibit 99.7 of Amendment No.1 to Schedule 13D filed by Osmium Partners, LLC with the SEC on September 14, 2022 in respect of Tuesday Morning Corporation).

Exhibit 99.7 LETTER AGREEMENT This letter agreement (this ?Agreement?) is made and entered into as of this September 9, 2022, by and among Tensile Capital Partners Master Fund LP (?Tensile?), Osmium Partners, LLC (?Osmium?) and Osmium Partners (Equation) LLC (the ?GP?). WHEREAS, the parties hereto are also parties to (a) that certain Amended and Restated Limited Partnership Agreement of Osmium Par

September 14, 2022 EX-99.8

Termination Agreement, dated as of September 9, 2022, by and among the Issuer, Osmium Partners, LLC and Osmium Larkspur (incorporated by reference to Exhibit 99.8 of Amendment No.1 to Schedule 13D filed by Osmium Partners, LLC with the SEC on September 14, 2022 in respect of Tuesday Morning Corporation).

Exhibit 99.8 Execution Version Tuesday Morning Corporation 6250 LBJ Freeway Dallas, Texas 75240 September 9, 2022 Osmium Partners, LLC 300 Drakes Landing Road, Suite 172 Greenbrae, CA 94904 Re: Termination of Agreement Ladies and Gentlemen: This letter is being delivered in connection with that certain Agreement, dated as of December 31, 2020 (the ?Director Agreement?), among Tuesday Morning Corpo

September 14, 2022 SC 13D/A

TUEM / Tuesday Morning Corp New / Osmium Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 1)* TUESDAY MORNING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 89904

September 12, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 9, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

September 12, 2022 EX-99.1

Group That Includes Retail Ecommerce Ventures, Ayon Capital and Existing Management, Including CEO Fred Hand, Intends to Invest $35 Million via a Convertible Debt Transaction Investment Expected to Strengthen Tuesday Morning’s Capital Position and Of

Exhibit 99.1 Tuesday Morning Secures Commitment for Strategic Investment from Group led by Retail Ecommerce Ventures, the Owner of Pier 1 Imports and Top Consumer Brands September 9, 2022 Group That Includes Retail Ecommerce Ventures, Ayon Capital and Existing Management, Including CEO Fred Hand, Intends to Invest $35 Million via a Convertible Debt Transaction Investment Expected to Strengthen Tue

September 12, 2022 EX-10.1

Note Purchase Agreement, dated as of September 9, 2022, among Tuesday Morning Corporation, Tuesday Morning, Inc., certain other subsidiaries of Tuesday Morning Corporation, and TASCR Ventures CA, LLC]

Exhibit 10.1 Execution Version NOTE PURCHASE AGREEMENT dated as of September 9, 2022 by and among TUESDAY MORNING CORPORATION, as Parent TUESDAY MORNING, INC., as Issuer THE PURCHASERS PARTY HERETO and TASCR VENTURES CA, LLC, as Collateral Agent TABLE OF CONTENTS Page Article I PURCHASE; CLOSING Section 1.1 Purchase 1 Section 1.2 Closing 1 Section 1.3 Closing Conditions 2 Section 1.4 Independent N

September 9, 2022 8-K

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 9, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

September 9, 2022 EX-99.1

September 9, 2022

Exhibit 99.1 September 9, 2022 Dear Stockholder: I am pleased to announce that Tuesday Morning Corporation (the ?Company?) has entered into an agreement (the ?Note Purchase Agreement?) with (i) a special purpose entity (the ?SPV?) formed by Retail Ecommerce Ventures LLC (?REV?) and Ayon Capital L.L.C. and (ii) certain members of our management team (collectively, the ?Purchasers?) for a financing

July 29, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): July 25, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commission F

July 29, 2022 EX-99.1

Tuesday Morning Announces CFO Transition Mr. Katz, current Chief Operating Officer of the Company, to assume Interim CFO role Updates Q4 and Fiscal 2022 Outlook

Exhibit 99.1 Tuesday Morning Announces CFO Transition Mr. Katz, current Chief Operating Officer of the Company, to assume Interim CFO role Updates Q4 and Fiscal 2022 Outlook DALLAS, July 29, 2022 - Tuesday Morning Corporation (NASDAQ: TUEM) (?Tuesday Morning? or ?the Company?), a leading off-price retailer of home goods and d?cor, today announced that Jennifer Robinson, who has served as Executive

July 15, 2022 EX-10.2

Third Amendment to Term Loan Credit Agreement, dated as of July 11, 2022

Exhibit 10.2 THIRD AMENDMENT TO CREDIT AGREEMENT THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of July 11, 2022 (this ?Amendment?), among TUESDAY MORNING, INC., a Texas corporation (the ?Borrower?), each of the Subsidiary Guarantors, TUESDAY MORNING CORPORATION, a Delaware corporation (?Parent?), TMI HOLDINGS, INC., a Delaware corporation (?Intermediate Holdings?), the Lenders party hereto and ALT

July 15, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): July 11, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commission F

July 15, 2022 EX-10.1

First Amendment to ABL Credit Agreement, dated as of July 11, 2022

Exhibit 10.1 ? Execution Version ? FIRST AMENDMENT TO CREDIT AGREEMENT ? This FIRST AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?), dated as of July?11, 2022, is by and among TUESDAY MORNING,?INC., a Texas corporation (the ?Borrower?), each of the Subsidiary Guarantors, TUESDAY MORNING CORPORATION, a Delaware corporation (?Parent?), TMI HOLDINGS,?INC., a Delaware corporation (?Intermediate Holdi

July 6, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): June 29, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commission F

June 10, 2022 EX-10.1

Retention Agreement

Exhibit 10.1 RETENTION BONUS AGREEMENT This RETENTION BONUS AGREEMENT (this ?Agreement?) is made effective as of June 7, 2022 (the ?Effective Date?) by and between Tuesday Morning, Inc. (?Tuesday Morning?) and Jennifer Robinson (the ?Employee?). Tuesday Morning and the Employee are referred to herein individually as a ?Party? and together as the ?Parties?. RECITALS WHEREAS, the Company (as defined

June 10, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): June 6, 2022 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commission Fi

May 12, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED April 2, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40432 TUESDAY MORNING CORPORATION (Exa

May 12, 2022 EX-10.1

Credit Agreement, dated as of May 9, 2022, by and among Tuesday Morning Corporation, Tuesday Morning, Inc., each subsidiary guarantor from time to time party thereto, the lenders from time to time party thereto, Wells Fargo Bank, National Association, as administrative agent, and 1903P Loan Agent, LLC, as FILO B documentation agent.

Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT dated as of May 9, 2022, among TUESDAY MORNING CORPORATION, as Holdings, TUESDAY MORNING, INC., as Borrower, EACH SUBSIDIARY GUARANTOR FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, and 1903P LOAN AGENT, LLC, as FILO B Documentation Agent WELLS FARGO BAN

May 12, 2022 EX-10.2

Second Amendment to Credit Agreement and First Amendment to Guaranty and Collateral Agreement, dated as of May 9, 2022, by and among Tuesday Morning Corporation, Tuesday Morning, Inc., TMI Holdings, Inc., Alter Domus (US), LLC, as administrative agent, and the lenders named therein.

Exhibit 10.2 Execution Version SECOND AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO GUARANTY AND COLLATERAL AGREEMENT SECOND AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO GUARANTY AND COLLATERAL AGREEMENT, dated as of May 9, 2022 (this ?Amendment?) amends (i) the Credit Agreement, dated as of December 31, 2020, among TUESDAY MORNING, INC., a Texas corporation (the ?Borrower?), each o

May 12, 2022 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 9, 2022 TUESDAY MORNING CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40432 75-2398532 (State or Other Jurisdiction of Incorporation) (Commission

May 12, 2022 EX-99.1

TUESDAY MORNING CORPORATION ANNOUNCES THIRD QUARTER FISCAL 2022 RESULTS

Exhibit 99.1 TUESDAY MORNING CORPORATION ANNOUNCES THIRD QUARTER FISCAL 2022 RESULTS ? Completes debt transaction improving liquidity ? Q3 fiscal 2022 comparable store sales increased 0.6% versus Q3 fiscal 2021 DALLAS, TX ? May 12, 2022 ? Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and d?cor, today announced its results for the third quarter of fiscal 202

March 1, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-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): February 23, 2022 TUESDAY MORNING CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40432 75-2398532 (State or Other Jurisdiction of Incorporation) (Comm

February 14, 2022 SC 13G

TUEM / Tuesday Morning Corp New / Greenhouse Funds LLLP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 10, 2022 SC 13G/A

TUEM / Tuesday Morning Corp New / ADAGE CAPITAL PARTNERS GP, L.L.C. - TUESDAY MORNING CORPORATION Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tuesday Morning Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 89904V101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pur

February 3, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-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): February 03, 2022 TUESDAY MORNING CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40432 75-2398532 (State or Other Jurisdiction of Incorporation) (Comm

February 3, 2022 EX-99.1

TUESDAY MORNING CORPORATION ANNOUNCES SECOND QUARTER FISCAL 2022 RESULTS Q2 fiscal 2022 comparable store sales increased 1.0% versus Q2 fiscal 2020 First six months of fiscal 2022 comparable store sales increased 1.9% versus first six months of fisca

Exhibit 99.1 TUESDAY MORNING CORPORATION ANNOUNCES SECOND QUARTER FISCAL 2022 RESULTS Q2 fiscal 2022 comparable store sales increased 1.0% versus Q2 fiscal 2020 First six months of fiscal 2022 comparable store sales increased 1.9% versus first six months of fiscal 2020 DALLAS, TX ? February 3, 2022 ? Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and d?cor,

February 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40432 TUESDAY MORNING CORPORATION

January 3, 2022 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-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): December 31, 2021 TUESDAY MORNING CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 001-40432 75-2398532 (State or Other Jurisdiction of Incorporation) (Comm

January 3, 2022 EX-16.1

Letter of EY, dated January 3, 2022

EX-16.1 2 tuem-ex161.htm EX-16.1 Exhibit 16.1 January 3, 2022 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated January 3, 2022, of Tuesday Morning Corporation and are in agreement with the statements contained in the second, third, fourth and fifth paragraphs therein. We have no basis to agree or disagree with

December 14, 2021 EX-99.1

Tuesday Morning Appoints Marcelo Podesta as Independent Director Retail industry veteran brings strong finance, information technology and merchandising experience

Exhibit 99.1 FOR IMMEDIATE RELEASE Tuesday Morning Appoints Marcelo Podesta as Independent Director Retail industry veteran brings strong finance, information technology and merchandising experience DALLAS, TX ? December 14, 2021 ? Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and d?cor, today announced that Marcelo Podesta, an information technology and me

December 14, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 10, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

December 9, 2021 SC 13G

TUEM / Tuesday Morning Corp New / ADAGE CAPITAL PARTNERS GP, L.L.C. - TUESDAY MORNING CORPORATION Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tuesday Morning Corporation (Name of Issuer) Common Stock, par value $0.01per share (Title of Class of Securities) 89904V101 (CUSIP Number) November 29, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuan

November 18, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 16, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commissi

November 4, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 4, 2021 TUESDAY MORNING CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-40432 75-2398532 (State or Other Jurisdiction of Incorporation) (Commissio

November 4, 2021 EX-99.1

TUESDAY MORNING CORPORATION ANNOUNCES FIRST QUARTER FISCAL 2022 RESULTS Comparable store sales increased 3.2% versus Q1 fiscal 2020 Completed bankruptcy process with $14 million in cash released to the Company

Exhibit 99.1 TUESDAY MORNING CORPORATION ANNOUNCES FIRST QUARTER FISCAL 2022 RESULTS Comparable store sales increased 3.2% versus Q1 fiscal 2020 Completed bankruptcy process with $14 million in cash released to the Company DALLAS, TX – November 4, 2021 – Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and décor, today announced its results for the first quart

November 4, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40432 TUESDAY MORNING CORPORATION

October 5, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

October 5, 2021 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ????) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by R

October 1, 2021 EX-99.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.1 The following constitutes the ruling of the court and has the force and effect therein described. Signed September 29, 2021 United States Bankruptcy Judge IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: ? Chapter 11 ? Tuesday Morning Corporation, et al.,1 ? Case No. 20-31476-HDH-11 ? Reorganized Debtors. ? Jointly Administered FINAL DECR

October 1, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 29, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commiss

September 30, 2021 EX-99.1

UST Form 11-PCR (06/07/2021) 1 UNITED STATES BANKRUPTCY COURT DISTRICT OF NORTHERN TEXAS DALLAS DIVISION In re: TUESDAY MORNING CORPORATION Debtor(s) § § § § Case No. 20-31476 Lead Case No. 20-31476 Jointly Administered Post-confirmation Report Chapt

Exhibit 99.1 UST Form 11-PCR (06/07/2021) 1 UNITED STATES BANKRUPTCY COURT DISTRICT OF NORTHERN TEXAS DALLAS DIVISION In re: TUESDAY MORNING CORPORATION Debtor(s) § § § § Case No. 20-31476 Lead Case No. 20-31476 Jointly Administered Post-confirmation Report Chapter 11 Quarter Ending Date: 09/29/2021 Petition Date: 05/27/2020 Plan Confirmed Date:12/23/2020 Plan Effective Date: 12/31/2020 Signature

September 30, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 29, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 001-40432 75-2398532 (State or other jurisdiction of incorporation) (Commiss

September 17, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 14, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-19658 75-2398532 (State or other jurisdiction of incorporation or orga

September 17, 2021 EX-10.1

Employment Agreement between Paul Metcalf and the Company.

EX-10.1 2 tm2127862d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into September 14, 2021 by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Paul Metcalf (the “Executive”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in Section 19. WHER

September 15, 2021 EX-4.5

Form of Restricted Stock Unit Award Agreement (Performance-Based) between the Company and Paul Metcalf (incorporated by reference to Exhibit 4.5 to the Company's Registration Statement on Form S-8 (File No. 333-259563) filed with the SEC on September 15, 2021

Exhibit 4.5 RESTRICTED STOCK UNIT AWARD AGREEMENT (Time Based) This Restricted Stock UNIT Award Agreement (this ?Agreement?) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the ?Company?), and Paul Metcalf (the ?Participant?) effective as of September , 2021 (the ?Date of Grant?). The Awarded Units are being granted solely pursuant to this Agreement and not purs

September 15, 2021 EX-4.3

Form of Restricted Stock Unit Award Agreement (Time-Based) between the Company and Marc Katz (incorporated by reference to Exhibit 4.3 to the Company's Registration Statement on Form S-8 (File No. 333-259563) filed with the SEC on September 15, 2021

EX-4.3 2 tm2127600d1ex4-3.htm EXHIBIT 4.3 Exhibit 4.3 RESTRICTED STOCK UNIT AWARD AGREEMENT (Time Based) This Restricted Stock UNIT Award Agreement (this “Agreement”) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Marc Katz (the “Participant”) effective as of September , 2021 (the “Date of Grant”). The Awarded Units are being granted solely

September 15, 2021 EX-4.4

Form of Restricted Stock Unit Award Agreement (Performance-Based) between the Company and Marc Katz (incorporated by reference to Exhibit 4.4 to the Company's Registration Statement on Form S-8 (File No. 333-259563) filed with the SEC on September 15, 2021

EX-4.4 3 tm2127600d1ex4-4.htm EXHIBIT 4.4 Exhibit 4.4 RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance Based) This Restricted Stock UNIT Award Agreement (this “Agreement”) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Marc Katz (the “Participant”) effective as of September , 2021 (the “Date of Grant”). The Awarded Units are being granted

September 15, 2021 S-8

As filed with the Securities and Exchange Commission on September 15, 2021

S-8 1 tm2127600d1s8.htm FORM S-8 As filed with the Securities and Exchange Commission on September 15, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 75-2398532 (State or other jurisdiction o

September 15, 2021 EX-4.6

Form of Restricted Stock Unit Award Agreement (Performance-Based) between the Company and Paul Metcalf (incorporated by reference to Exhibit 4.6 to the Company's Registration Statement on Form S-8 (File No. 333-259563) filed with the SEC on September 15, 2021

Exhibit 4.6 RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance Based) This Restricted Stock UNIT Award Agreement (this ?Agreement?) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the ?Company?), and Paul Metcalf (the ?Participant?) effective as of September , 2021 (the ?Date of Grant?). The Awarded Units are being granted solely pursuant to this Agreement and n

September 13, 2021 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-40432 Tuesday Morning Corporation (Exact name of registrant

September 13, 2021 EX-10.38

Form of Restricted Stock Unit Award Agreement (Performance-Based) under Tuesday Morning Corporation 2014 Long-Term Incentive Plan,

Exhibit 10.38 RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance Based) Tuesday Morning Corporation 2014 Long-Term Incentive Plan This Restricted Stock UNIT Award Agreement (this “Agreement”) is entered into between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and (the “Participant”) effective as of , 2021 (the “Date of Grant”), pursuant to the Tuesday Morning Corporation 2

September 13, 2021 EX-4.3

Description of Securities

EX-4.3 2 tuem-ex43940.htm EX-4.3 Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 General On May 27, 2020, Tuesday Morning Corporation (“Tuesday Morning” or the “Company”) and certain of its direct and indirect subsidiaries (collectively with Tuesday Morning, the “Debtors”) filed voluntary petitions for relief under Chapter 11 of the U.S. Ban

September 13, 2021 EX-10.27.1

Offer Letter with Bridgett Zeterberg.

Exhibit 10.27.1 Bridgett C. Zeterberg 15709 Bondy Lane Gaithersburg, MD 20878 [email protected] 972.523.6196 Dear Bridgett, On behalf of Tuesday Morning, Inc. (“Tuesday Morning”), it is my pleasure to offer you the position of Senior Vice President – General Counsel and Corporate Secretary, reporting directly to me, contingent upon successful completion of our background screening proce

September 13, 2021 EX-10.39

Form of Restricted Stock Unit Award Agreement (Time-Based) under Tuesday Morning Corporation 2014 Long-Term Incentive Plan.

Exhibit 10.39 RESTRICTED STOCK UNIT AWARD AGREEMENT (Time Based) Tuesday Morning Corporation 2014 Long-Term Incentive Plan This Restricted Stock UNIT Award Agreement (this ?Agreement?) is entered into between Tuesday Morning Corporation, a Delaware corporation (the ?Company?), and (the ?Participant?) effective as of , 2021 (the ?Date of Grant?), pursuant to the Tuesday Morning Corporation 2014 Lon

September 9, 2021 EX-10.2

Offer Letter between Jennifer Robinson and the Company (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 9, 2021)

Exhibit 10.2 Via email July 22, 2021 Jennifer Robinson Via email: Re: Employment Offer Dear Jennifer, On behalf of Tuesday Morning, Inc. (Tuesday Morning), it is my pleasure to offer you the position of Executive Vice President, Chief Financial Officer. We are excited to have you join the Tuesday Morning team and look forward to your contributions during this exciting time in our organization. Out

September 9, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 9, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-19658 75-2398532 (State or other jurisdiction of incorporation or organ

September 9, 2021 EX-10.1

Employment Agreement between Marc Katz and the Company (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-40432) filed with the Commission on September 9, 2021)

EX-10.1 2 tm2127170d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into September 8, 2021 by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Marc Katz (the “Executive”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in Section 19. WHEREAS,

September 9, 2021 EX-99.1

TUESDAY MORNING CORPORATION ANNOUNCES FISCAL 2021 RESULTS; ENHANCES MANAGEMENT TEAM WITH NEW HIRES ACROSS KEY AREAS OF ORGANIZATION

Exhibit 99.1 TUESDAY MORNING CORPORATION ANNOUNCES FISCAL 2021 RESULTS; ENHANCES MANAGEMENT TEAM WITH NEW HIRES ACROSS KEY AREAS OF ORGANIZATION DALLAS, TX ? September 9, 2021 ? Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and d?cor, today announced its results for the fourth quarter and full year fiscal 2021 ended June 30, 2021. In addition, the Company a

August 2, 2021 EX-99.1

UST Form 11-PCR (06/07/2021) 1 UNITED STATES BANKRUPTCY COURT DISTRICT OF NORTHERN TEXAS DALLAS DIVISION In re: TUESDAY MORNING CORPORATION Debtor(s) § § § § Case No. 20-31476 Lead Case No. 20-31476 Jointly Administered Post-confirmation Report Chapt

Exhibit 99.1 UST Form 11-PCR (06/07/2021) 1 UNITED STATES BANKRUPTCY COURT DISTRICT OF NORTHERN TEXAS DALLAS DIVISION In re: TUESDAY MORNING CORPORATION Debtor(s) ? ? ? ? Case No. 20-31476 Lead Case No. 20-31476 Jointly Administered Post-confirmation Report Chapter 11 Quarter Ending Date: 06/30/2021 Petition Date: 05/27/2020 Plan Confirmed Date:12/23/2020 Plan Effective Date: 12/31/2020 Signature

August 2, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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 2, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission Fi

July 30, 2021 8-K

Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): July 28, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-19658 75-2398532 (State or other jurisdiction of incorporation or organizat

June 15, 2021 424B3

TUESDAY MORNING CORPORATION 30,158,593 Shares of Common Stock

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(3)  Registration Statement No. 333-256315 PROSPECTUS TUESDAY MORNING CORPORATION 30,158,593 Shares of Common Stock This prospectus relates to the offer and sale of 30,158,593 shares of our common stock, par value $0.01 per share (“Common Stock”), by the selling stockholder named in this prospectus or in a supplement hereto. We are registering the of

June 10, 2021 CORRESP

June 10, 2021

CORRESP 1 filename1.htm June 10, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Scott Anderegg Re: Tuesday Morning Corporation (the “Company”) Registration Statement on Form S-1 (the “Registration Statement”) File No. 333-256315 Ladies and Gentlemen: On behalf of Tuesday Morning Corporation (the “Company

June 7, 2021 S-1/A

As filed with the Securities and Exchange Commission on June 7, 2021

S-1/A 1 tm2116924-3s1a.htm S-1/A TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 7, 2021 Registration No. 333-256315 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 1 to FORM S-l REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter)

May 24, 2021 8-A12B

the description of the Registrant’s common stock, par value $0.01 per share, contained in Item 1 of the Registrant’s Registration Statement on Form 8-A12B, filed on May 24, 2021, including any amendment or report filed for the purpose of updating such description.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 75-2398532 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 6250 LBJ Free

May 21, 2021 EX-10.1

Consulting Agreement

EX-10.1 2 tm2117038d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION COPY CONSULTING AGREEMENT This Consulting Agreement ("Agreement") is entered into on and effective as of May 18, 2021 ("Effective Date"), by and between Tuesday Morning, Inc., a Texas corporation (the "Company"), and Marc Katz ("Consultant"). RECITALS The Company wishes to utilize certain services which can be performed by Consult

May 21, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 18, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-19658 75-2398532 (State or other jurisdiction of incorporation or organizati

May 20, 2021 S-1

Power of Attorney (included on the signature page of this Registration Statement).

S-1 1 tm2116924-1s1.htm S-1 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 20, 2021 Registration No. 333-       UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-l REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction

May 19, 2021 EX-4.4

Form of Performance-Based Restricted Stock Unit Inducement Grant to Fred Hand (incorporated by reference to Exhibit 4.4 to the Company’s Registration Statement on Form S-8 (Registration No. 333-256303) filed with the Commission on May 19, 2021)

EX-4.4 3 tm2116778d1ex4-4.htm EXHIBIT 4.4 Exhibit 4.4 FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance Based) This Restricted Stock UNIT Award Agreement (this “Agreement”) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Fred Hand (the “Participant”) effective as of May , 2021 (the “Date of Grant”). The Awarded Units are being grante

May 19, 2021 S-8

As filed with the Securities and Exchange Commission on May 19, 2021

As filed with the Securities and Exchange Commission on May 19, 2021 Registration No.

May 19, 2021 S-8

As filed with the Securities and Exchange Commission on May 19, 2021

S-8 1 tm2116778d1s8.htm FORM S-8 As filed with the Securities and Exchange Commission on May 19, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 75-2398532 (State or other jurisdiction of inco

May 19, 2021 EX-4.3

Form of Time-Based Restricted Stock Unit Inducement Grant to Fred Hand (incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-8 (Registration No. 333-256303) filed with the Commission on May 19, 2021)

Exhibit 4.3 FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT (Time Based) This Restricted Stock UNIT Award Agreement (this ?Agreement?) is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the ?Company?), and Fred Hand (the ?Participant?) effective as of May , 2021 (the ?Date of Grant?). The Awarded Units are being granted solely pursuant to this Agreement and not pursu

May 18, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 17, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-19658 75-2398532 (State or other jurisdiction of incorporation or organizati

May 6, 2021 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 2, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-19658 75-2398532 (State or other jurisdiction of incorporation or organizatio

May 6, 2021 EX-99.1

Tuesday Morning Appoints Experienced Off-Price Retailer, Fred Hand, as Chief Executive Officer

Exhibit 99.1 Press Release Tuesday Morning Appoints Experienced Off-Price Retailer, Fred Hand, as Chief Executive Officer Tuesday Morning (OTCQX: TUEM), a leading off-price retailer of home goods and d?cor, today announced that Mr. Fred Hand, has been named Chief Executive Officer and a member of the Board of Directors, effective May 17, 2021. Mr. Hand is one of the most experienced and well respe

May 6, 2021 EX-99.2

OSMIUM PARTNERS, LLC Summary Terms of Carried Interest Arrangement Fred Hand May 4, 2021

Exhibit 99.2 OSMIUM PARTNERS, LLC Summary Terms of Carried Interest Arrangement Fred Hand May 4, 2021 Carried Interest Subject to the following vesting provisions, Executive will be entitled to 30% of all distributions of Carried Interest, as defined in the Osmium Partners (Larkspur SPV), LP (the ?SPV?) Amended and Restated Limited Partnership Agreement (the ?SPV Agreement?), otherwise payable to

May 6, 2021 EX-10.1

Employment Agreement, dated as of May 4, 2021, between the Company and Fred Hand (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on May 6, 2021)

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into May 4, 2021 by and between Tuesday Morning Corporation, a Delaware corporation (the ?Company?), and Fred Hand (the ?Executive?). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in Section 19. WHEREAS, the Company desires to employ the Executive, and t

April 29, 2021 10-Q

Quarterly Report - 10-Q

hi UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 0-19658 TUESDAY MORNING CORPORATION (E

April 22, 2021 EX-99.1

QUARTER ENDING: March 31, 2021

Exhibit 99.1 FOR THE CALENDAR QUARTER BEGINNING JANUARY 1, 2021 THROUGH MARCH 31, 2021 CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) UNITED STATES BANKRUPTCY COURT NORTHERN AND EASTERN DISTRICTS DALLAS AND TYLER DIVISONS FOR POST CONFIRMATION USE QUARTERLY OPERATING REPORT AND QUARTERLY BANK RECONCILEMENT In accordance with Title 28, Section 1746, of t

April 22, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): April 21, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission Fi

March 31, 2021 EX-10.2

Restricted Stock Unit Award Agreement (Time Based), dated March 30, 2021 (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission March 31, 2021).

Exhibit 10.2 RESTRICTED STOCK UNIT AWARD AGREEMENT (Time Based) Tuesday Morning Corporation 2014 Long-Term Incentive Plan This Restricted Stock UNIT Award Agreement (this ?Agreement?) is entered into between Tuesday Morning Corporation, a Delaware corporation (the ?Company?), and Paul Metcalf (the ?Participant?) effective as of March 30, 2021 (the ?Date of Grant?), pursuant to the Tuesday Morning

March 31, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): March 25, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission Fi

March 31, 2021 EX-10.1

Third Amended and Restated Consulting Agreement, dated March 30, 2021 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission March 31, 2021).

EX-10.1 2 tm21113761ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 THIRD AMENDMENT TO THE AMENDED AND RESTATED CONSULTING AGREEMENT This Third Amendment to the Amended and Restated Consulting Agreement (this “Amendment”) by and between Tuesday Morning, Inc., a Texas corporation (the “Company”), and BEL Retail Advisors (“Consultant”) is entered into on and effective as of March 30, 2021. This Amendment amend

February 19, 2021 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. )* TUESDAY MORNING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 89904V

February 19, 2021 EX-99.1

AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G

EXHIBIT 99.1 AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G The undersigned agree to file jointly with the Securities and Exchange Commission (the "SEC") any and all statements on Schedule 13D or Schedule 13G (and any amendments or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in connection with purchases by the undersig

February 19, 2021 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. )* TUESDAY MORNING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 89904V

February 16, 2021 EX-4.1

Registration Rights Agreement dated February 9, 2021 (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 000-19658) as filed with the Commission on February 16, 2021).

Exhibit 4.1 Execution Version REGISTRATION RIGHTS AGREEMENT by and among TUESDAY MORNING CORPORATION and THE HOLDERS PARTY HERETO Dated as of February 9, 2021 -i- Table of Contents Page 1. Definitions. 1 2. Demand Registration. 5 3. Shelf Registration. 6 4. Piggyback Registration. 8 5. Suspensions; Withdrawals. 9 6. Company Undertakings. 11 7. Holder Undertakings 16 8. Registration Expenses 17 9.

February 16, 2021 EX-4.2

Form of Warrant of the Company dated February 9, 2021 (incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K (File No. 000-19658) as filed with the Commission on February 16, 2021).

EX-4.2 3 tm216621d1ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 Execution Version WARRANT THIS SECURITY AND THE SECURITIES, IF ANY, ISSUABLE UPON THE EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER TH

February 16, 2021 EX-10.2

Enhanced Severance Agreements with Stacie Shirley, dated February 11, 2021(incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission February 16, 2021).

Exhibit 10.2 To: Stacie Shirley From: Douglas Dossey Date: February 11, 2021 Subject: Enhanced Severance Opportunity Thank you again for all that you have done for Tuesday Morning Corporation (the ?Company?). You are a valued member of our team, and we hope to retain team members like you who are important to the Company?s ability to meet the challenges and opportunities ahead. As you know, the Co

February 16, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): February 9, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

February 16, 2021 EX-10.1

Agreement among Osmium Partners (Larkspur SPV), LP, Osmium Partners, LLC, and the Company, dated as of December 31, 2020 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission February 16, 2021).

EX-10.1 4 tm216621d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version AGREEMENT This Agreement (this "Agreement") is made and entered into as of December 31, 2020 by and between Tuesday Morning Corporation, a Delaware corporation (the "Company"), Osmium Partners, LLC and the entities and natural persons set forth in the signature pages hereto (collectively, the "Osmium Group") (each of the Co

February 16, 2021 EX-10.3

Enhanced Severance Agreement with Bridgett Zeterberg (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on February 16, 2021)

Exhibit 10.3 To: Bridgett Zeterberg From: Douglas Dossey Date: February 11, 2021 Subject: Enhanced Severance Opportunity Thank you again for all that you have done for Tuesday Morning Corporation (the “Company”). You are a valued member of our team, and we hope to retain team members like you who are important to the Company’s ability to meet the challenges and opportunities ahead. As you know, th

February 5, 2021 EX-10.6

Third Amendment to Tuesday Morning Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.6 to the Company’s Form 10-Q (File No. 000-19658) filed with the Commission on February 5, 2021).

EX-10.6 2 tuem-ex106279.htm EX-10.6 Exhibit 10.6 THIRD AMENDMENT TO THE TUESDAY MORNING CORPORATION 2014 LONG-TERM INCENTIVE PLAN This THIRD AMENDMENT TO THE TUESDAY MORNING CORPORATION 2014 LONG-TERM INCENTIVE PLAN (this “Amendment”), dated as January 1, 2021, is made and entered into by Tuesday Morning Corporation, a Delaware corporation (the “Company”). Terms used in this Amendment with initial

February 5, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 0-19658 TUESDAY MORNING CORPORATION (E

January 20, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): January 20, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

January 20, 2021 EX-99.1

Notes to the Monthly Operating Report

EX-99.1 2 tm213516d2ex99-1.htm EXHBIT 99.1 Exhibit 99.1 Monthly Operating Report CASH BASIS CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) JUDGE: Harlin DeWayne Hale UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: December 2020 Note 1 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 174

January 19, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): January 18, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

January 19, 2021 EX-10.2

2021 (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 000-19658)

EX-10.2 3 tm213516d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 SECOND AMENDMENT TO THE AMENDED AND RESTATED CONSULTING AGREEMENT This Second Amendment to the Amended and Restated Consulting Agreement (this “Second Amendment”) by and between Tuesday Morning, Inc., a Texas corporation (the “Company”), and BEL Retail Advisors (“Consultant”) is entered into on January 18, 2021. This Amendment amends, restat

January 19, 2021 EX-10.1

Transition Agreement with Steven R. Becker dated as of January 18, 2021 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on January 19, 2021).

EX-10.1 2 tm213516d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION VERSION Transition agreement This Transition Agreement (this “Agreement”), dated January 18, 2021 (the “Effective Date”), is entered into by and between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and Steven R. Becker (the “Executive”). The Company and the Executive are referred to herein individually as a

January 8, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Results of Operations and Financial Condition - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): January 5, 2021 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission F

January 4, 2021 EX-10.3

Headquarters Facility Lease Agreement, dated as of December 31, 2020, among the Company and certain subsidiaries and PBV – 14303 Inwood, LP (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on January 4, 2021)

Exhibit 10.3 LEASE AGREEMENT This SHORT TERM LEASE (this “Lease”) is entered into as of the 31st day of December, 2020, by and between 6250 LBJ Freeway, LP, a Texas limited partnership (“Landlord”) and TUESDAY MORNING, INC., a Texas corporation (“Tenant”). 1. Lease Grant and Term. Subject to the terms of this Lease, Landlord leases to Tenant, and Tenant leases from Landlord, the real property as d

January 4, 2021 EX-10.4

Warehouse Facility Lease Agreement, dated as of December 31, 2020, among the Company and certain subsidiaries and PBV – 14303 Inwood, LP (incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on January 4, 2021)

EX-10.4 8 tm2039293d3ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 LEASE AGREEMENT This SHORT TERM LEASE (this “Lease”) is entered into as of the 31st day of December, 2020, by and between 14303 INWOOD ROAD, LP, a Texas limited partnership (“Landlord”) and TUESDAY MORNING PARTNERS, LTD., a Texas limited partnership (“Tenant”). 1. Lease Grant and Term. Subject to the terms of this Lease, Landlord leases to

January 4, 2021 EX-10.5

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on January 4, 2021)

Exhibit 10.5 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (the “Agreement”), dated as of , 20, is made by and between Tuesday Morning Corporation, a Delaware corporation (the "Corporation"), and (the "Indemnitee"). RECITALS A. The Corporation recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as directors or officers of

January 4, 2021 EX-10.2

Credit Agreement, dated as of December 31, 2020, among the Company and its subsidiaries, Alter Domus (US), LLC, as administrative agent, and the lenders named therein, including Tensile Capital Partners Master Fund LP and affiliates of Osmium Partners, LLC (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 000-19658) as filed with the Commission on January 4, 2021).

Exhibit 10.2 Execution Version CREDIT AGREEMENT dated as of December 31, 2020, among TUESDAY MORNING CORPORATION, as Holdings, TUESDAY MORNING, INC., as Borrower, THE LENDERS PARTY HERETO, and ALTER DOMUS (US) LLC, as Administrative Agent TABLE OF CONTENTS ARTICLE I Definitions 1 Section 1.01 Defined Terms 1 Section 1.02 Terms Generally 30 Section 1.03 Accounting Terms 31 Section 1.04 Rounding 32

January 4, 2021 EX-2.1

Purchase and Sale Agreement, dated as of December 7, 2020, among the Company and certain subsidiaries and PBV – 14303 Inwood, LP (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on January 4, 2021)

Exhibit 2.1 PURCHASE AND SALE AGREEMENT BETWEEN TUESDAY MORNING PARTNERS, LTD., Tuesday Morning, inc. and FRIDAY MORNING, LLC AS SELLER AND PBV-14303 INWOOD ROAD, LP AS PURCHASER DATED: December 3, 2020 Purchase and Sale Agreement 6250 Lyndon B. Johnson Freeway, Dallas, Texas 4404 South Beltwood Parkway, Farmers Branch, Texas 14621, 14639 and 14601 Inwood Road, Addison, Texas 14303 Inwood Road, Fa

January 4, 2021 EX-3.1

Amended and Restated Certificate of Incorporation of the Company dated December 31, 2020 (incorporated by reference to Exhibit 3.1. to the Company’s Form 8-K (File No. 000-19658) as filed with the Commission on January 4, 2021).

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TUESDAY MORNING CORPORATION Tuesday Morning Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Tuesday Morning Corporation. The original Certificate of Incorporation of the Corporation was filed with the Secretar

January 4, 2021 EX-3.2

Amended and Restated Bylaws of the Company dated December 31, 2020 (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K (File No. 000-19658) as filed with the Commission on January 4, 2021).

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF TUESDAY MORNING CORPORATION A Delaware corporation (Effective as of December 31, 2020) ARTICLE I. OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be located at 1209 Orange Street, Corporation Trust Center, Wilmington, Delaware, County of New Castle 19805. The name of the corporation’s registere

January 4, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 31, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

January 4, 2021 EX-10.1

by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-19658) as filed with the

Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of December 31, 2020, among TUESDAY MORNING CORPORATION, as Holdings, TUESDAY MORNING, INC., as Borrower, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Sole Lead Arranger and Sole Bookrunner and BANK OF AMERICA, N.A., and WELLS FARGO BANK, N.A., as Co-Syndication Agents TABLE OF CONTENTS ARTICLE I Definitions

December 28, 2020 EX-99.2

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: Tuesday Morning Corporation, et al.,1 Debtors. § § § § § Chapter 11 Case No. 20-31476-HDH-11 Jointly Administered REVISED SECOND AMENDED JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE (CONFIRMED VERSION) Ian T. Peck State B

December 28, 2020 EX-99.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: Tuesday Morning Corporation, et al.,1 Debtors. § § § § § Chapter 11 Case No. 20-31476-HDH-11 Jointly Administered ORDER CONFIRMING THE REVISED SECOND AMENDED JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE On December 22, 20

December 28, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Bankruptcy or Receivership - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 23, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

December 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 21, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

December 21, 2020 EX-99.1

Page 2 of 15

Exhibit 99.1 Monthly Operating Report CASH BASIS CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) JUDGE: Harlin DeWayne Hale UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: November 2020 Note 1 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UND

December 11, 2020 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): December 7, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

November 20, 2020 EX-99.1

Page 2 of 15

Exhibit 99.1 Monthly Operating Report CASH BASIS CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) JUDGE: Harlin DeWayne Hale UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: October 2020 Note 1 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDE

November 20, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 20, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

November 19, 2020 EX-99.2

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

EX-99.2 5 tm2036405d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: § Chapter 11 § Tuesday Morning Corporation, et al.,1 § Case No. 20-31476-HDH-11 § Debtors. § Jointly Administered DISCLOSURE STATEMENT IN SUPPORT OF THE REVISED SECOND AMENDED JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL. PU

November 19, 2020 EX-10.2

Commitment Letter

EX-10.2 3 tm2036405d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 November 15, 2020 Tuesday Morning, Inc. 6250 LBJ Freeway Dallas, Texas 75240 Attention: Steven R. Becker Email: [email protected] Re: Commitment Letter Ladies and Gentlemen: You have advised Tensile Capital Partners Master Fund LP (“TCM”, “us” or “we”) that Tuesday Morning Corporation, a Delaware corporation (“Parent” or “you”), se

November 19, 2020 EX-99.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: Tuesday Morning Corporation, et al.,1 Debtors. ? ? ? ? ? Chapter 11 Case No. 20-31476-HDH-11 Jointly Administered REVISED SECOND AMENDED JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE (SOLICITATION VERSION) Ian T. Peck Stat

November 19, 2020 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 15, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

November 19, 2020 EX-10.1

Backstop Commitment Agreement, dated as of November 16, 2020, among the Company and Osmium Partners, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-19658) as filed with the Commission on November 19, 2020).

Exhibit 10.1 BACKSTOP COMMITMENT AGREEMENT AMONG TUESDAY MORNING CORPORATION AND THE COMMITMENT PARTIES PARTY HERETO Dated as of November 16, 2020 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Construction 14 ARTICLE II BACKSTOP COMMITMENT 15 Section 2.1 The Rights Offering; Subscription Rights 15 Section 2.2 The Backstop Commitment 15 Section 2.3 Commitment

November 13, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 13, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

November 13, 2020 EX-99.1

Post - Restructuring Investment Opportunity October 2020 CONFIDENTIAL

Exhibit 99.1 Post - Restructuring Investment Opportunity October 2020 CONFIDENTIAL 2 CONFIDENTIAL Information Regarding Disclosures Tuesday Morning Corporation (“ TUESQ ” or the “Company”) is offering equity securities (collectively, the “Securities”) in a proposed private placement (the “Offering”). The Securities have not and will not be registered under the Securities Act of 1933, as a men ded

November 6, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 0-19658 TUESDAY MORNING CORPORATION (

November 5, 2020 EX-99.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: Tuesday Morning Corporation, et al.,1 Debtors. § § § § § Chapter 11 Case No. 20-31476-HDH-11 Jointly Administered FIRST AMENDED JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE Ian T. Peck State Bar No. 24013306 Jarom J. Yate

November 5, 2020 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): October 30, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

November 5, 2020 EX-10.1

Purchase and Sale Agreement

EX-10.1 2 tm2035026d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 PURCHASE AND SALE AGREEMENT BETWEEN TUESDAY MORNING PARTNERS, LTD., Tuesday Morning, inc. and FRIDAY MORNING, LLC AS SELLER AND RIALTO REAL ESTATE FUND IV – PROPERTY, LP AS PURCHASER DATED: October 30, 2020 TABLE OF CONTENTS Page No. Article 1 Basic Information 1.1 Certain Basic Terms 1 1.2 Closing Costs 2 1.3 Notice Addresses: 3 Article 2

November 5, 2020 EX-10.3

Backstop Commitment Letter

Exhibit 10.3 Privileged & Confidential – Attorney Work Product November 3, 2020 Tuesday Morning Corporation 6250 LBJ Freeway Dallas, Texas 75240 BACKSTOP COMMITMENT LETTER Ladies and Gentlemen: Tuesday Morning Corporation (the “Company”), and certain of its subsidiaries (collectively, the “Debtors”)1 filed on May 27, 2020, voluntary cases under title 11 of the United States Code, 11 U.S.C. §§ 101–

November 5, 2020 EX-99.2

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: Tuesday Morning Corporation, et al.,1 Debtors. § § § § § Chapter 11 Case No. 20-31476-HDH-11 Jointly Administered DISCLOSURE STATEMENT IN SUPPORT OF THE FIRST AMENDED JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL. PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE Ian T. Pec

November 5, 2020 EX-10.2

ABL Commitment Letter

Exhibit 10.2 Execution Version JPMorgan Chase Bank, N.A. 2200 Ross Avenue 9th Floor Dallas, TX 75201 Bank of America, N.A. 100 Federal St. Boston, MA 02110 Wells Fargo Bank, National Association 125 High Street 11th Floor Boston, MA 02110 November 2, 2020 Tuesday Morning, Inc. 6250 LBJ Freeway Dallas, Texas 75240 Attention: Steven R. Becker Email: [email protected] Re: Commitment Letter L

October 20, 2020 EX-99.1

TITLE

Exhibit 99.1 Monthly Operating Report CASH BASIS CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) JUDGE: Harlin DeWayne Hale UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: September 2020 Note 1 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UN

October 20, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): October 20, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

September 28, 2020 SC 13D/A

TUES / Tuesday Morning Corp. / Delta Value Group Investment Partnership, LP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 2) Tuesday Morning Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 899035505 (CUSIP Number) Mr. Kenneth Traub Delta Value Group, LLC 902 Broadway, 6th Floor New York, New York 10010 (888) 418-9964 With a copy to: Nor

September 24, 2020 EX-99.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: § Chapter 11 § Tuesday Morning Corporation, et al.,1 § Case No. 20-31476-HDH-11 § Debtors. § Jointly Administered JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE Ian T. Peck State Bar No. 24013306 Jarom J. Yates State Bar No

September 24, 2020 EX-99.2

IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: Tuesday Morning Corporation, et al.,1 Debtors. § § § § § Chapter 11 Case No. 20-31476-HDH-11 Jointly Administered DISCLOSURE STATEMENT IN SUPPORT OF THE JOINT PLAN OF REORGANIZATION OF TUESDAY MORNING CORPORATION, ET AL. PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE Ian T. Peck State Bar No

September 24, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 23, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commissio

September 21, 2020 EX-99.1

Page 2 of 15

Exhibit 99.1 Monthly Operating Report CASH BASIS CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) JUDGE: Harlin DeWayne Hale UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: August 2020 Note 1 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER

September 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): September 21, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commissio

September 16, 2020 SC 13D/A

TUES / Tuesday Morning Corp. / Delta Value Group Investment Partnership, LP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 1) Tuesday Morning Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 899035505 (CUSIP Number) Mr. Kenneth Traub Delta Value Group, LLC 902 Broadway, 6th Floor New York, New York 10010 (888) 418-9964 With a copy to: Nor

September 14, 2020 EX-21.1

Subsidiaries of the Company (incorporated by reference to Exhibit 21.1 to the Company’s Form 10-K (File No. 000-19658) filed with the Commission on September 14, 2020)

Exhibit 21.1 Subsidiaries of Tuesday Morning Corporation TMI Holdings, Inc., a Delaware corporation Tuesday Morning, Inc., a Texas corporation Friday Morning, LLC, a Texas limited liability company Days of the Week, Inc., a Delaware corporation Nights of the Week, Inc., a Delaware corporation Tuesday Morning Partners, Ltd., a Texas limited partnership

September 14, 2020 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0‑19658 Tuesday Morning Corporation (Exact name of registrant a

August 20, 2020 EX-99.1

Page 2 of 15

Exhibit 99.1 Monthly Operating Report CASH BASIS CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) JUDGE: Harlin DeWayne Hale UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: July 2020 Note 1 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER P

August 20, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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 20, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission F

July 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): July 20, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission Fil

July 21, 2020 EX-99.1

Page 2 of 15

Exhibit 99.1 Monthly Operating Report CASH BASIS CASE NAME: Tuesday Morning Corporation, et al. CASE NUMBER: 20-31476 (Jointly Administered) JUDGE: Harlin DeWayne Hale UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: June 2020 Note 1 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER P

July 13, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): July 10, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission Fil

July 13, 2020 EX-10.1

DIP DDTL Agreement

Exhibit 10.1 EXECUTION VERSION Senior Secured Super Priority Debtor-In-Possession Delayed Draw Term Loan Agreement dated as of July 10, 2020, among TUESDAY MORNING CORPORATION, as Holdings, TUESDAY MORNING, INC., as Borrower, THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, and FRANCHISE GROUP, INC., as Administrative Agent TABLE OF CONTENTS ARTICLE I Definitions 2 Section 1.01 Defined Terms

June 17, 2020 10-Q

Quarterly Report - 10-Q

10-Q 1 tues-10q20200331.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 0-19658

June 9, 2020 EX-10.1

Term Sheet for DIP Term Facility.

EX-10.1 2 tm2021997d2ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 $25 MILLION DEBTOR IN POSSESSION CREDIT FACILITY June 3, 2020 Summary of Terms and Conditions This summary of terms and conditions (this “Term Sheet”) is a binding agreement by the Term Agent (as defined below) and the Lenders to provide the debtor-in-possession delayed draw term facility referred to below (the “DIP Term Facility”). Such ob

June 9, 2020 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): June 3, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission File

June 1, 2020 EX-4.1

Interim Order (A) Establishing Notification and Hearing Procedures for Certain Transfers of, and Declarations of Worthlessness with Respect to, Equity Securities and (B) Granting Related Relief (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 000-19658) as filed with the Commission on June 1, 2020)

Exhibit 4.1 [SEAL] CLERK, US. BANKRUPTCY COURT NORTHERN DISTRICT OF TEXAS ENTERED THE DATE OF ENTRY IS ON THE COURT’S DOCKET The following constitutes the ruling of the court and has the force and effect therein described. Signed May 29, 2020 /s/ Judge Edward L. Morris United States Bankruptcy Judge IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION In re: Tue

June 1, 2020 EX-10.1

Senior Secured Super Priority Debtor-in-Possession Credit Agreement.

Exhibit 10.1 Execution Version Senior Secured Super Priority Debtor-In-Possession Credit Agreement dated as of May 29, 2020, among TUESDAY MORNING CORPORATION, as Holdings, TUESDAY MORNING, INC., as Borrower, THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Sole Lead Arranger and Sole Bookrunner and WELLS FARGO BANK, N.A., as Syndication Ag

June 1, 2020 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 28, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission File

May 28, 2020 EX-99.1

TUESDAY MORNING CORPORATION FILES CHAPTER 11 TO PURSUE FINANCIAL AND OPERATIONAL REORGANIZATION Immense Impact of COVID-19 Forced Prolonged Closure of Entire Store Portfolio, Creating an Insurmountable Financial Hurdle Company Voluntarily Files for P

Exhibit 99.1 TUESDAY MORNING CORPORATION FILES CHAPTER 11 TO PURSUE FINANCIAL AND OPERATIONAL REORGANIZATION Immense Impact of COVID-19 Forced Prolonged Closure of Entire Store Portfolio, Creating an Insurmountable Financial Hurdle Company Voluntarily Files for Protection under Chapter 11 to Reduce Outstanding Liabilities, Access Significant Capital and Realign Store and Distribution Footprint; Pl

May 28, 2020 EX-10.2

Form of Retention Letter (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on May 28, 2020)

Exhibit 10.2 To: [INSERT EXECUTIVE NAME] From: Board of Directors Date: Subject: Cash Bonus Award Tuesday Morning and the retail industry are in a period of transition. You are a valued member of our team, and we need leaders like you who are focused on assisting Tuesday Morning with meeting the challenges ahead. To recognize your service to Tuesday Morning, your willingness to service Tuesday Mor

May 28, 2020 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 22, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission File

May 28, 2020 EX-10.1

Commitment Letter for Debtor-in-Possession Credit Facility

EX-10.1 2 tm2021188d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version May 26, 2020 Tuesday Morning, Inc. 6250 LBJ Freeway Dallas, Texas 75240 Attention: Steven R. Becker Email: [email protected] Re: Commitment Letter Ladies and Gentlemen: Reference is made to that certain Credit Agreement dated as of August 18, 2015 (as amended, restated, amended and restated, supplemented or otherw

May 15, 2020 EX-10.1

Limited Forbearance Agreement

Exhibit 10.1 Execution Version LIMITED FORBEARANCE AGREEMENT This LIMITED FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of May 14, 2020, among Tuesday Morning, Inc., a Delaware corporation (the “Borrower”), each of the Subsidiary Guarantors (as such term is defined in the Credit Agreement referenced below), Tuesday Morning Corporation, a Delaware corporation (“Parent”), TMI Holdings,

May 15, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 tm2019823d18k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 14, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction o

May 12, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 6, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission File

May 11, 2020 EX-99.A

JOINT FILING AGREEMENT

EX-99.A EXHBIIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the shares of common stock, par value $0.01 per share, of Tuesday Morning Corporation dated as of May 11, 2020 is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1

May 11, 2020 SC 13G/A

TUES / Tuesday Morning Corp. / MacMahon Douglas M - SC 13G/A Passive Investment

SC 13G/A 1 d928342dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tuesday Morning Corporation (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 899035505 (CUSIP Number) May 1, 2020 (Date of Event which Requires Filing of this Statement) Check

May 6, 2020 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): May 4, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission File

April 30, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): April 30, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission Fi

March 26, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-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): March 25, 2020 TUESDAY MORNING CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 0-19658 75-2398532 (State or Other Jurisdiction of Incorporation) (Commission Fi

March 26, 2020 EX-99.1

TUESDAY MORNING CORPORATION PROVIDES COVID-19 RELATED BUSINESS UPDATE

EXHIBIT 99.1 TUESDAY MORNING CORPORATION PROVIDES COVID-19 RELATED BUSINESS UPDATE DALLAS, March 26, 2020 (GLOBE NEWSWIRE) - Tuesday Morning Corporation (NASDAQ: TUES) today announced that it temporarily closed all of its 687 stores across the country at 5 p.m. local time yesterday. Prior to yesterday’s closings, Tuesday Morning had approximately 400 stores closed in compliance with state and loca

February 14, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): February 13, 2020 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

February 14, 2020 SC 13G/A

TUES / Tuesday Morning Corp. / PAR INVESTMENT PARTNERS LP - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Tuesday Morning Corp (Name of Issuer) Common stock, par value $0.01 (Title of Class of Securities) 899035505 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

February 13, 2020 SC 13D

TUES / Tuesday Morning Corp. / Delta Value Group Investment Partnership, LP - SC 13D Activist Investment

SC 13D 1 tm207797d1sc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. )* Tuesday Morning Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 899035505 (CUSIP Number) Mr. Kenneth Traub Delta Value Group, LLC 902 Broadway, 6th Floor New York, New York 10010

February 13, 2020 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 1 JOINT FILING AGREEMENT THIS JOINT FILING AGREEMENT is entered into as of February 13, 2020, by and among the parties signatories hereto.

February 12, 2020 SC 13G/A

TUES / Tuesday Morning Corp. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* TUESDAY MORNING CORP (Name of Issuer) Common Stock (Title of Class of Securities) 899035505 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

February 11, 2020 SC 13G

TUES / Tuesday Morning Corp. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SC 13G 1 tv0167-tuesdaymorningcorp.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Tuesday Morning Corp Title of Class of Securities: Common Stock CUSIP Number: 899035505 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant t

February 5, 2020 10-Q

TUES / Tuesday Morning Corp. 10-Q - Quarterly Report - 10-Q

10-Q 1 tues-10q20191231.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 0-196

February 5, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-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): February 5, 2020 TUESDAY MORNING CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 0-19658 75-2398532 (State or Other Jurisdiction of Incorporation) (Commission

February 5, 2020 EX-99.1

Tuesday Morning Corporation Announces Second Quarter Fiscal 2020 Results · Net sales were $324.4 million in Q2 fiscal 2020 · Comparable store sales decreased 3.0% versus a 1.9% increase in the prior year; comparable transactions increased 0.7%

EXHIBIT 99.1 Tuesday Morning Corporation Announces Second Quarter Fiscal 2020 Results · Net sales were $324.4 million in Q2 fiscal 2020 · Comparable store sales decreased 3.0% versus a 1.9% increase in the prior year; comparable transactions increased 0.7% DALLAS, Feb. 05, 2020 (GLOBE NEWSWIRE) - Tuesday Morning Corporation (NASDAQ: TUES) today reported net income of $10.9 million, or $0.24 per sh

December 19, 2019 SC 13G

TUES / Tuesday Morning Corp. / MacMahon Douglas M - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tuesday Morning Corporation (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 899035505 (CUSIP Number) December 19, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi

December 19, 2019 EX-99.A

JOINT FILING AGREEMENT

EX-99.A EXHBIIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the shares of common stock, par value $0.01 per share, of Tuesday Morning Corporation dated as of December 19, 2019 is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule

December 9, 2019 EX-10.1

Amended and Restated Consulting Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-19658) filed with the Commission on December 9, 2019).

EX-10.1 2 exh101.htm EXHIBIT 10.1 Exhibit 10.1 AMENDED AND RESTATED CONSULTING AGREEMENT This Amended and Restated Consulting Agreement (“Agreement”) is entered into on and effective as of December, 6, 2019 (“Effective Date”), by and between Tuesday Morning, Inc., a Texas corporation (the “Company”), and BEL Retail Advisors (“Consultant”). This Agreement amends, restates and supersedes that certai

December 9, 2019 EX-99.1

Tuesday Morning Corporation Appoints Paul Metcalf as Acting Chief Merchant

EXHIBIT 99.1 Tuesday Morning Corporation Appoints Paul Metcalf as Acting Chief Merchant DALLAS, Dec. 09, 2019 (GLOBE NEWSWIRE) - Tuesday Morning Corporation (NASDAQ: TUES) today announced that Paul Metcalf will assume the role of acting chief merchant, effective immediately. Mr. Metcalf has been working with Tuesday Morning since April 2019 in a consultant capacity on a part-time basis. This trans

December 9, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-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): December 6, 2019 TUESDAY MORNING CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 0-19658 75-2398532 (State or Other Jurisdiction of Incorporation) (Commission

November 22, 2019 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): November 20, 2019 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission

November 5, 2019 EX-10.1

Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q (File No. 000-19658) filed with the Commission on November 5, 2019).

EVP/SVP FORM Exhibit 10.1 RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance Based / Cash Settled) Tuesday Morning Corporation 2014 Long-Term Incentive Plan This Restricted Stock UNIT Award Agreement (this “Agreement”) is entered into between Tuesday Morning Corporation, a Delaware corporation (the “Company”), and (the “Participant”) effective as of , (the “Date of Grant”), pursuant to the Tuesday

November 5, 2019 10-Q

TUES / Tuesday Morning Corp. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES FOR THE TRANSITION PERIOD FROM TO Commission File Number 0-19658 TUESDAY MORNING CORPORATION (

November 5, 2019 EX-99.1

Tuesday Morning Corporation announces First Quarter Fiscal 2020 Results

EXHIBIT 99.1 Tuesday Morning Corporation announces First Quarter Fiscal 2020 Results Net sales were $224.4 million in Q1 fiscal 2020 Comparable store sales decreased 0.7% versus a 3.8% increase in the prior year; comparable transactions increased 2.4% Reiterates fiscal 2020 outlook DALLAS, Nov. 05, 2019 (GLOBE NEWSWIRE) - Tuesday Morning Corporation (NASDAQ: TUES) today reported a net loss of $9.6

November 5, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-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): November 5, 2019 TUESDAY MORNING CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 0-19658 75-2398532 (State or Other Jurisdiction of Incorporation) (Commission

October 7, 2019 DEFA14A

TUES / Tuesday Morning Corp. DEFA14A - - DEFA14A

DEFA14A 1 a19-194513defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (a

October 7, 2019 DEF 14A

TUES / Tuesday Morning Corp. DEF 14A - - DEF 14A

DEF 14A 1 a2239822zdef14a.htm DEF 14A QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary P

October 2, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-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): October 2, 2019 TUESDAY MORNING CORPORATION (Exact name of registrant as specified in charter) Delaware 0-19658 75-2398532 (State or other jurisdiction of incorporation) (Commission F

October 2, 2019 EX-99.1

SAFE HARBOR STATEMENT Cautionary Statement Regarding Forward-Looking Statements improvement related to the distribution retrofit project and other supply are inventory ard industry related risk and regulations. The Company's filings with the SEC The

Exhibit 99.1 [LOGO] SAFE HARBOR STATEMENT Cautionary Statement Regarding Forward-Looking Statements improvement related to the distribution retrofit project and other supply are inventory ard industry related risk and regulations. The Company's filings with the SEC The forward-looking statements made in this presentation relate only to events as of the date on which the statements were made. Excep

August 22, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-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 22, 2019 TUESDAY MORNING CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 0-19658 75-2398532 (State or Other Jurisdiction of Incorporation) (Commission F

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