The Lovesac Company filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Other Specialty Stores
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): June 10, 2025
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of | (Commission | (I.R.S. Employer | ||||||||||||
| incorporation) | File Number) | Identification No.) | ||||||||||||
(Address of Principal Executive Offices, and Zip Code) | ||||||||||||||
(888 ) 636-1223
Registrant’s Telephone Number, Including Area Code
Not Applicable
(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 (see General Instruction A.2. below):
| 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)) | ||||||||
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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
The following are the voting results on the three proposals considered and voted upon at the 2025 Annual Meeting of Stockholders of The Lovesac Company held on June 10, 2025, all of which were described in the Company's Proxy Statement and supplements:
PROPOSAL 1 - Election of six (6) directors.
| For | Withhold | Broker Non-Vote | |||||||||||||||
Andrew Heyer | 7,926,799 | 117,875 | 2,556,316 | ||||||||||||||
| Sharon Leite | 7,336,119 | 708,555 | 2,556,316 | ||||||||||||||
Walter McLallen | 7,322,395 | 722,279 | 2,556,316 | ||||||||||||||
| Vineet Mehra | 7,336,299 | 708,375 | 2,556,316 | ||||||||||||||
Shawn Nelson | 8,022,019 | 22,655 | 2,556,316 | ||||||||||||||
Shirley Romig | 7,327,540 | 717,134 | 2,556,316 | ||||||||||||||
PROPOSAL 2 - Advisory approval of the Company's fiscal 2025 compensation for its named executive officers.
For | Against | Abstain | Broker Non-Vote | |||||||||||||||||
| 3,850,001 | 4,189,081 | 5,592 | 2,556,316 | |||||||||||||||||
PROPOSAL 3 - Ratification of the appointment of Deloitte & Touche LLP as independent auditor for the Company for the fiscal year ending February 1, 2026.
For | Against | Abstain | Broker Non-Vote | |||||||||||||||||
| 10,417,156 | 83,993 | 99,841 | 0 | |||||||||||||||||
Pursuant to the foregoing votes, the six nominees listed above were elected to serve on the Company’s Board of Directors, Proposal 2 was not approved, and Proposal 3 was approved.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
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.
Dated: June 11, 2025 | ||||||||
| THE LOVESAC COMPANY | ||||||||
| By: | /s/ Megan C. Preneta | |||||||
| Name: | Megan C. Preneta | |||||||
| Title: | Vice President, General Counsel and Secretary | |||||||