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 27, 2023 |
American Outdoor Brands, Inc.
(Exact name of Registrant as Specified in Its Charter)
| | | | |
Delaware | 001-39366 | 84-4630928 |
(State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
| | | | |
1800 North Route Z, Suite A | |
Columbia, Missouri | | 65202 |
(Address of Principal Executive Offices) | | (Zip Code) |
|
Registrant’s Telephone Number, Including Area Code: (800) 338-9585 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | |
Title of each class
| | Trading
Symbol(s) | |
Name of each exchange on which registered
|
Common Stock, Par Value $0.001 per Share | | AOUT | | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 27, 2023, we held our 2023 Annual Meeting of Stockholders, or the Annual Meeting, to consider and vote upon the following proposals: (1) to elect Bradley T. Favreau, Gregory J. Gluchowski, Jr., Luis G. Marconi, Barry M. Monheit, and I. Marie Wadecki to serve until their successors are elected and qualified at the 2024 Annual Meeting of Stockholders, subject to their earlier death, resignation, disqualification or removal; (2) to ratify the appointment of Grant Thornton LLP, an independent registered public accounting firm, as our independent registered public accountant for the fiscal year ending April 30, 2024; and (3) to approve the stockholder proposal on the adoption of simple majority voting requirements.
The following directors were elected at the annual meeting:
| | | | | | | | | | | | |
Director |
| Votes For |
|
| Votes Withheld |
|
| Broker
Non-
Votes |
|
Bradley T. Favreau |
|
|
| 8,306,826 |
|
|
| 239,887 |
|
| 2,480,577 |
|
Gregory J. Gluchowski, Jr. |
|
|
| 8,210,660 |
|
|
| 336,053 |
|
| 2,480,577 |
|
Luis G. Marconi |
|
|
| 8,312,035 |
|
|
| 234,678 |
|
| 2,480,577 |
|
Barry M. Monheit |
|
|
| 8,184,054 |
|
|
| 362,659 |
|
| 2,480,577 |
|
I. Marie Wadecki |
|
|
| 8,203,113 |
|
|
| 343,600 |
|
| 2,480,577 |
|
Our stockholders ratified the appointment of Grant Thornton LLP as our independent registered public accountants for the fiscal year ending April 30, 2024. The voting results were as follows:
| | | | | | | | | | | | | | | | |
|
| Votes
For |
|
| Votes
Against |
|
| Abstentions |
|
| Broker
Non-
Votes |
|
Ratification of Grant Thornton LLP as independent registered public accountants |
| 10,968,300 |
|
|
| 47,015 |
|
|
| 11,975 |
|
|
|
| — |
|
For the approval of the stockholder proposal on the adoption of simple majority voting requirements, the voting results were as follows:
| | | | | | | | | | | | | | | | |
|
| Votes
For |
|
| Votes
Against |
|
| Abstentions |
|
| Broker
Non-
Votes |
|
Approval of the stockholder proposal on the adoption of simple majority voting requirements |
| 8,492,616 |
|
|
| 43,493 |
|
|
| 10,604 |
|
|
|
| 2,480,577 |
|
Item 9.01 Financial Statements and Exhibits.
| | | | |
(d) | Exhibits. |
Exhibit |
|
|
|
|
Number |
|
| Description |
104 |
|
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| | | |
| | | AMERICAN OUTDOOR BRANDS, INC. |
| | | |
Date: | September 29, 2023 | By: | /s/ H. Andrew Fulmer |
| | | H. Andrew Fulmer
Executive Vice President, Chief Financial Officer, and Treasurer |
