UNITED STATES SECURITIES AND EXCHANGE COMMISSION

~~SECURITIES~~Washington, ~~AND~~DC ~~EXCHANGE COMMISSION~~20549

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Pursuant~~Date toof ~~Section 13~~report ~~or 15~~(d) Date of ~~the~~earliest ~~Securities~~event ~~Exchange~~reported): ~~Act~~June of11, ~~1934~~2019

~~Date~~Commission offile ~~report~~no. ~~(Date of earliest event reported): June 3, 2019~~333-133184-12

Neiman Marcus Group LTD LLC

(Exact ~~Name~~name of ~~Registrant~~registrant as ~~Specified~~specified in ~~Charter~~its charter)

Delaware	~~333~~20-~~133184-12~~3509435	~~20-3509435~~
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
One Marcus Square 1618 Main Street Dallas, Texas	75201
(Address of principal executive offices)	(Zip code)

~~One~~Registrant’s ~~Marcus~~telephone ~~Square~~number, ~~1618~~including ~~Main~~area ~~Street~~code: ~~Dallas,~~(214) ~~Texas 75201~~743-7600

(Address of Principal Executive Offices and Zip Code)

Registrant’s Telephone Number, Including Area Code: (214) 743-7600

Not Applicable

(Former ~~Name~~name or ~~Former~~former ~~Address~~address, if ~~Changed~~changed ~~Since~~since ~~Last~~last ~~Report~~report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o ☐ Written ~~communication~~communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o ☐ Pre-commencement ~~communication~~communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o ☐ Pre-commencement ~~communication~~communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

~~Item~~Indicate 8by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.01405 ~~Other~~of ~~Events~~this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

OnEmerging ~~June 3,~~growth 2019, Neiman Marcus Group LTD LLC (the “Company”) issued a press release announcing that it has priced an unregistered offering of $550.0 million in aggregate principal amount of 14.000% second lien notes due 2024 (the “Second Lien Notes”) at an issue price of 97.000%. The Second Lien Notes will be joint and several primary obligations of the Company, The Neiman Marcus Group LLC, a Delaware limited liability company, ~~Mariposa Borrower, Inc., a Delaware corporation, and The NMG Subsidiary LLC, a Delaware limited liability company (collectively, the “Issuers”).~~☐

~~The~~If ~~Second Lien Notes will bear interest at~~ an ~~annual~~emerging ~~rate~~growth ofcompany, ~~8.000%~~indicate ~~payable in cash plus an annual rate of 6.000% payable~~ by ~~increasing~~check ~~the~~mark ~~principal~~if ~~amount of~~ the ~~outstanding~~registrant ~~Second~~has ~~Lien~~elected ~~Notes.~~not ~~The Company intends~~ to use the ~~net~~extended ~~proceeds~~transition ~~from~~period ~~the~~for ~~Second~~complying ~~Lien~~with any ~~Notes~~new ~~offering~~or torevised ~~(i) repay~~financial upaccounting tostandards ~~$550.0~~provided ~~million~~pursuant ~~of the term loans under the Company’s existing term loan credit facility (the “Existing Term Loan Facility”) and (ii) pay fees and expenses related~~ to ~~the~~Section ~~Second Lien Notes offering, the amendment and extension of the Existing Term Loan Facility and the previously announced exchange offers and consent solicitations~~ 13(~~the “Exchange Offers”~~a) ~~relating to the Company’s existing unsecured 8.000% Senior Cash Pay Notes due 2021 and 8.750%/9.500% Senior PIK Toggle Notes due 2021. The Second Lien Notes offering is subject to the satisfaction~~ of ~~certain conditions, including~~ the ~~completion of the~~ Exchange ~~Offers and other customary conditions~~Act. ☐

~~The~~Item ~~Second~~2.02 Results ~~Lien Notes and related guarantees will not be registered under the Securities Act or the securities laws~~ of ~~any~~Operations ~~state~~ and ~~may~~Financial not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and applicable state securities laws. Neither this Report nor the press release constitutes an offer to sell or the solicitation of an offer to buy Second Lien Notes, nor will there be any sale of the Second Lien Notes, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.Condition

AThe ~~copy~~following ofinformation ~~the press release~~ is ~~attached~~being ~~hereto~~furnished, asnot ~~Exhibit 99.1~~filed, ~~and~~pursuant ~~incorporated~~to ~~by reference into this~~ Item 82.0102. ~~The~~Accordingly, ~~information disclosed in~~ this ~~Item~~information ~~8.01,~~will ~~including~~not ~~Exhibit 99.1,~~be isincorporated ~~being~~by reference ~~furnished~~into ~~and~~any ~~will~~registration ~~not~~statement befiled ~~deemed~~by ~~“filed”~~Neiman ~~for~~Marcus ~~purposes~~Group ofLTD ~~Section 18~~LLC ofunder the Securities ~~Exchange~~ Act of ~~1934~~1933, as amended ~~(the “Exchange Act”) or otherwise subject to the liabilities of that Section~~, ~~nor~~unless ~~will~~specifically itidentified beas ~~deemed~~being incorporated therein by reference ~~in any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language in such a filing~~.

~~Forward-Looking~~On ~~Statements~~June 11, 2019 Neiman Marcus Group LTD LLC issued a press release announcing its results of operations and financial condition for the fiscal third quarter ended April 27, 2019. A copy of this press release is attached as Exhibit 99.1.

The ~~Company~~press ~~has~~release ~~included~~contains ~~statements~~information inrelating this Report on Form 8-K that constitute “forward-looking statements” within the meaning of Section 21E of the Exchange Act, and Section 27A of the Securities Act. As a general matter, forward-looking statements are those focused on future or anticipated events or trends, expectations and beliefs including, among other things, the Company’s expectations with respect to ~~the~~EBITDA ~~amend~~ and ~~extend~~Adjusted ~~transaction described herein~~EBITDA. ~~Such~~Management ~~statements~~has ~~are~~included ~~intended~~this toinformation bebecause ~~identified~~it bybelieves it ~~using~~provides ~~words~~investors ~~such as “believe,” “expect,” “intend,” “estimate,” “anticipate,” “will,” “project,” “plan” and similar expressions in connection~~ with ~~any~~useful ~~discussion~~information ~~of future operating or financial performance. Any forward-looking statements are and will be based upon the Company’s then-current expectations, estimates and assumptions~~ regarding ~~future~~our events and are applicable only as of the dates of such statements. Readers are cautioned not to put undue reliance on such forward-looking statements. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results ~~may differ materially~~ from ~~those~~core ~~projected~~operating inactivities ~~this Report for reasons, among others, including those factors described in the “Risk Factors”~~ and ~~“Management’s~~is ~~Discussion~~a ~~and~~useful ~~Analysis~~basis ~~of Financial Condition and Results of Operations” sections and elsewhere in the Company’s Annual Report~~ on ~~Form 10-K~~which ~~and~~to ~~those~~measure ~~factors described in~~ the ~~“Risk Factors” section and elsewhere in the Company’~~company's ~~Quarterly Report on Form 10~~period-~~Q, both filed with the Securities and Exchange Commission. The Company undertakes no obligation~~ to ~~update or revise any forward~~-~~looking~~ ~~statements,~~period ~~whether as a result of new information, future events or otherwise~~performance.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits:

Exhibit Number		Description
Exhibit No.		Description
99.1		Press ~~Release~~release issued June 11, ~~dated~~2019 asannouncing offinancial ~~June~~results 3for the fiscal third quarter ended April 27, 2019.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	~~NEIMAN MARCUS GROUP LTD LLC~~	NEIMAN MARCUS GROUP LTD LLC
Date: June 3, 2019	By:	/s/ Tracy M. Preston
Date: June 11, 2019	By:	/s/ Brandy Richardson
	Name:	~~Tracy~~Brandy ~~M. Preston~~Richardson
	Title:	Senior Vice President, ~~General~~and ~~Counsel,~~ Chief ~~Compliance~~Accounting Officer ~~and~~(principal ~~Corporate~~accounting ~~Secretary~~officer of the registrant)

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