Aarons Holdings Company Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
$AAN
Diversified Commercial Services
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 16, 2024 (May 15, 2024)
(Exact name of Registrant as Specified in Charter)
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Registrant’s telephone number, including area code: (678 ) 402-3000
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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):
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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).
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ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The Company held its Annual Meeting on May 15, 2024 in Atlanta, Georgia. As of March 14, 2024, the record date for the Annual Meeting, there were 31,484,506 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. A total of 27,759,468 shares of the Company’s common stock were represented at the Annual Meeting in person or by proxy, which was 88.17% of the aggregate number of shares of common stock entitled to vote at the Annual Meeting. At the Annual Meeting, the Company’s shareholders took the actions listed below and elected each of the director nominees to serve as directors until the expiration of such director’s term at the Company’s 2025 annual meeting of shareholders and until such director’s successor is duly elected and qualified, or until such director’s earlier resignation, removal from office or death, having cast the following votes:
Proposal 1 – Election of Ten Directors.
| For | Against | Abstain | Non-Votes | ||||||||||||||||||||
| Wangdali C. Bacdayan | 23,090,272 | 931,910 | 37,304 | 3,699,982 | |||||||||||||||||||
| Laura N. Bailey | 23,118,325 | 904,885 | 36,276 | 3,699,982 | |||||||||||||||||||
| Kelly H. Barrett | 23,044,507 | 982,164 | 32,815 | 3,699,982 | |||||||||||||||||||
| Walter G. Ehmer | 23,076,838 | 953,642 | 29,006 | 3,699,982 | |||||||||||||||||||
| Hubert L. Harris, Jr. | 23,148,549 | 882,861 | 28,076 | 3,699,982 | |||||||||||||||||||
| Timothy A. Johnson | 23,186,641 | 835,712 | 37,133 | 3,699,982 | |||||||||||||||||||
| Douglas A. Lindsay | 23,416,590 | 619,362 | 23,534 | 3,699,982 | |||||||||||||||||||
| Kristine K. Malkoski | 22,247,610 | 1,774,461 | 37,415 | 3,699,982 | |||||||||||||||||||
| Marvonia P Moore | 23,112,835 | 909,544 | 37,107 | 3,699,982 | |||||||||||||||||||
| John W. Robinson, III | 23,041,926 | 989,923 | 27,637 | 3,699,982 | |||||||||||||||||||
Proposal 2 – Approval of a non-binding, advisory basis to approve the Company’s executive compensation.
| For | Against | Abstain | Non-Votes | |||||||||||||||||
| 20,283,614 | 3,740,176 | 35,696 | 3,699,982 | |||||||||||||||||
Proposal 3 – Ratification of the appointment of Ernst and Young LLP as the Company's independent registered public accounting firm for 2024.
| For | Against | Abstain | Non-Votes | |||||||||||||||||
| 26,746,139 | 558,397 | 454,932 | — | |||||||||||||||||
Proposal 4 – Approval of an amendment and restatement of The Aaron's Company, Inc. Amended and Restated 2020 Equity and Incentive Plan.
| For | Against | Abstain | Non-Votes | |||||||||||||||||
| 21,577,631 | 2,429,992 | 51,863 | 3,699,982 | |||||||||||||||||
Based on the votes set forth above, each of the proposal were approved by the shareholders of the Company.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits:
| Exhibit No. | Description | ||||
| 4.1 | |||||
| Exhibit 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.
THE AARON'S COMPANY, INC. | |||||||||||
By: | /s/ C. Kelly Wall | ||||||||||
Date: | May 16, 2024 | C. Kelly Wall Chief Financial Officer | |||||||||