a.k.a. Brands Holding Corp. filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
$AKA
Catalog/Specialty Distribution
Consumer Discretionary
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, 2024
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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ||||
As described under Item 5.07 below, an amendment to the a.k.a. Brands Holding Corp. 2021 Omnibus Incentive Plan, as amended, to increase the number of shares authorized for issuance thereunder by 1,100,000 shares (the “Amendment”) was approved by the shareholders of a.k.a. Brands Holding Corp. (the “Company”) and became effective on May 22, 2024. The material terms of the Amendment are summarized on pages 27 through 35 of the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 24, 2024, which description is incorporated herein by reference.
The description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 5.07 | Submission of Matters to a Vote of Security Holders. | ||||
On May 22, 2024, the Company held its annual meeting of shareholders (the “Annual Meeting”). A total of 10,241,135 shares, or 97.69% of the total shares entitled to vote, were represented at the Annual Meeting. The final voting results for each matter submitted to a vote of shareholders at the Annual Meeting are as follows:
1. The following nominees were elected to the Company’s board of directors for terms ending at the 2027 annual meeting of shareholders:
For | Withheld | Broker Non-Votes | |||||||||
Myles McCormick | 9,804,820 | 182,476 | 253,839 | ||||||||
Jill Ramsey | 8,673,462 | 1,313,834 | 253,839 | ||||||||
2. The Amendment was approved:
For: | 7,811,950 | ||||
Against: | 2,175,194 | ||||
Abstain: | 152 | ||||
Broker Non-Votes: | 253,839 | ||||
3. The appointment of PricewaterhouseCoopers LLP, a Delaware limited partnership, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified:
For: | 10,078,605 | ||||
Against: | 3,154 | ||||
Abstain: | 159,376 | ||||
Item 9.01 | Financial Statements and Exhibits. | ||||
(d) Exhibits
| Exhibit No. | Description | ||||
| 10.1 | |||||
| 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.
| a.k.a. Brands Holding Corp. | ||||||||
| Date: May 28, 2024 | By: | /s/ Ciaran Long | ||||||
| Name: | Ciaran Long | |||||||
| Title: | Interim Chief Executive Officer and Chief Financial Officer | |||||||