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    The ONE Group Hospitality Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    5/20/25 4:44:06 PM ET
    $STKS
    Restaurants
    Consumer Discretionary
    Get the next $STKS alert in real time by email
    ONE GROUP HOSPITALITY, INC._May 20, 2025
    0001399520false00013995202025-05-202025-05-20

    ​

    ​

    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 20, 2025

    THE ONE GROUP HOSPITALITY, INC.

    (Exact name of registrant as specified in its charter)

    Delaware

        

    001-37379

        

    14-1961545

    (State or other jurisdiction

    (Commission File Number)

    (IRS Employer

    of incorporation)

    ​

    ​

    ​

    Identification No.)

    ​

    1624 Market Street, Suite 311

    Denver, Colorado 80202

    (Address of principal executive offices and zip code)

    Registrant’s telephone number, including area code: (646) 624-2400

    ​

    (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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ​

    ​

    ☐

    Pre-commencement communication 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

    STKS

    Nasdaq

    ​

    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 5.07Submission of Matters to a Vote of Security Holders

    ​

    The results of the votes on the three matters considered at the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of The ONE Group Hospitality, Inc. (the “Company”) held on May 20, 2025 are as follows. Each of the proposals received the requisite vote for approval.

    ​

    ​

    1.Election of Directors:

    Each of the following nominees was elected as a Class III director to serve a three-year term expiring at the Company’s 2028 annual meeting of stockholders or until his successor has been elected and qualified. The vote for each director nominee is set forth below:

    ​

    ​

    ​

    ​

    ​

    FOR

    ​

    WITHHOLD

    BROKER NON-VOTES

    ​

    ​

    ​

    ​

    ​

    ​

    Emanuel Hilario

    Percentage of shares voted

    24,012,369

    99.9%

    19,340

    0.1%

    3,239,269

    ​

    ​

    ​

    ​

    ​

    ​

    Scott Ross

    Percentage of shares voted

    22,833,195

    95.0%

    1,198,514

    5.0%

    3,239,269

    ​

    ​

    ​

    ​

    ​

    ​

    Jonathan Segal

    Percentage of shares voted

    23,402,613

    97.4%

    629,096

    2.6%

    3,239,269

    ​

    ​

    ​

    ​

    ​

    ​

    ​

    ​

    2.The appointment of Deloitte & Touche, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 28, 2025 was ratified by the stockholders based on the following results of voting:

    ​

    ​

    ​

    ​

    FOR

    AGAINST

    ABSTAIN

    ​

    Votes

    27,265,331

    5,255

    392

    Percentage of shares voted

    100.0%

    0.0%

    0.0%

    ​

    3.
    4.The compensation of the Company’s named executive officers, as disclosed in the proxy statement for the Annual Meeting, was approved by the stockholders on an advisory basis based on the following results of voting:

    ​

    ​

    ​

    ​

    ​

    ​

    ​

    FOR

    AGAINST

    ABSTAIN

    ​

    BROKER NON-VOTES

    ​

    ​

    Votes

    23,981,363

    49,569

    777

    3,239,269

    ​

    Percentage of shares voted

    99.8%

    0.2%

    0.0%

    ​

    ​

    ​

    ​

    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.

    ​

    ​

    ​

    ​

    Dated: May 20, 2025

    THE ONE GROUP HOSPITALITY, INC.

    ​

    ​

    ​

    ​

    By:

    /s/ Tyler Loy

    ​

    Name:

     Tyler Loy

    ​

    Title:

     Chief Financial Officer

    ​

    ​

    ​

    ​

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