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    Sun Country Airlines Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    6/13/25 8:00:29 AM ET
    $SNCY
    Air Freight/Delivery Services
    Consumer Discretionary
    Get the next $SNCY alert in real time by email
    sncy-20250611
    00017439072025-06-11false00017439072025-06-132025-06-130001743907sncy:TheNasdaqStockMarketLLCMember2025-06-132025-06-13

    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): June 11, 2025
    Sun Country Airlines Holdings, Inc.
    (Exact name of Registrant as specified in its charter)
    Delaware001-4021782-4092570
    (State of
    Incorporation)
    (Commission
    File Number)
    (I.R.S. Employer
    Identification No.)
    2005 Cargo Road
    Minneapolis, Minnesota
    55450
    (Address of principal executive offices)(Zip Code)
    (651) 681-3900
    (Registrant’s telephone number, including area code)
    (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 $0.01 per shareSNCYThe Nasdaq Stock Market LLC
    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 ☐
    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.

    a.    On June 11, 2025, Sun Country Airlines Holdings, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The matters voted upon at the Annual Meeting and the final results of such voting are set forth below. A more complete description of each proposal is set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 25, 2025.

    b.    Proposal 1. To reelect Thomas C. Kennedy, Gail Peterson, and Jennifer Vogel to the board of directors of the Company (the “Board”) as Class I directors, in each case, for a term of three years expiring at the annual meeting of stockholders to be held in 2028. The Company’s stockholders duly elected Thomas C. Kennedy, Gail Peterson, and Jennifer Vogel, by at least a plurality of the votes cast, to serve as Class I directors until the 2028 annual meeting of stockholders and until his or her successor is duly elected and qualified. The results of the voting were as follows:

    Nominee
    Votes For
    Votes Withheld
    Broker Non-Votes
    Thomas C. Kennedy
    44,086,446
    2,539,803
    3,100,554
    Gail Peterson
    31,783,247
    14,843,002
    3,100,554
    Jennifer Vogel
    43,647,547
    2,978,702
    3,100,554

    Proposal 2. To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers. The Company’s stockholders approved the compensation of the Company’s named executive officers. The results of the voting were as follows:

    Votes For
    Votes Against
    Abstentions
    Broker Non-Votes
    45,107,066
    1,256,178
    263,005
    3,100,554

    Proposal 3. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The Company’s stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The results of the voting were as follows:

    Votes For
    Votes Against
    Abstentions
    Broker Non-Votes
    49,477,260
    234,515
    15,028
    0






    SIGNATURES
    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
    Date: June 13, 2025
    Sun Country Airlines Holdings, Inc.
    By:/s/ Erin Rose Neale
    Name:Erin Rose Neale
    Title:Senior Vice President, General Counsel and Secretary

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