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 | (Commission File Number) | (IRS Employer | ||
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1800 North Route Z, Suite A |
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Columbia, Missouri |
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(Address of Principal Executive Offices) |
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Registrant’s Telephone Number, Including Area Code: (800) 338-9585 |
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(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:
Securities registered pursuant to Section 12(b) of the Act:
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Common Stock, Par Value $0.001 per Share |
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| 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 27, 2023, the Board of Directors of American Outdoor Brands, Inc. (the “Company”) appointed Brent A. Vulgamott to the role of Chief Operating Officer, effective October 2, 2023.
Mr. Vulgamott, age 40, prior to his promotion to Chief Operating Officer, served as our Vice President of Sales, Operations & Analytics since March 2022. Mr. Vulgamott served as our Vice President of Operations & Analytics from August 2020 until March 2022. Mr. Vulgamott served as Vice President of Operations of the Outdoor Products & Accessories Division of Smith & Wesson Brands, Inc. from March 2020 to August 2020. From November 2018 to March 2020, Mr. Vulgamott was the Director of Finance for Lockton Companies, a privately held insurance broker. From November 2015 to November 2018, Mr. Vulgamott was Division Controller for the Outdoor Products & Accessories Division of Smith & Wesson Brands Inc. From April 2011 to October 2015, Mr. Vulgamott held finance leadership and management roles at Ford Motor Company and Piston Automotive, a publicly held automotive company and privately held automotive sub-supplier. From August 2007 to March 2011, Mr. Vulgamott held various accounting and financial planning and analysis roles with companies, including State Street Bank & Trust Co and Cerner Corporation.
Related to the promotion to Chief Operating Officer, the Compensation Committee increased Mr. Vulgamott’s annual base salary to $275,000. The Compensation Committee also granted an award of 2,027 restricted stock units on October 2, 2023, to supplement the annual restricted stock unit grant that Mr. Vulgamott received on June 15, 2023. As an executive officer, Mr. Vulgamott will be a participant in our Executive Severance Pay Plan. We did not enter into or amend any agreements with Mr. Vulgamott. There are no family relationships between Mr. Vulgamott and any of our directors or executive officers. There have been no transactions since the beginning of our last fiscal year, and no transactions are currently proposed, in which we were or are to be a participant and in which Mr. Vulgamott or any member of his immediate family had or will have any interest, that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
On October 4, 2023, the Company issued a press release reporting the promotion of Mr. Vulgamott. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.
The information in this Item 7.01 of this Current Report on Form 8-K (including the exhibit) is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information in the Report that is required to be disclosed solely by Regulation FD.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits. | ||||
Exhibit | |||||
Number | Description | ||||
99.1 | |||||
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.
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| AMERICAN OUTDOOR BRANDS, INC. |
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Date: | October 4, 2023 | By: | /s/ H. Andrew Fulmer |
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| H. Andrew Fulmer |