VIZIO Holding Corp. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$VZIO
Consumer Electronics/Appliances
Consumer Staples
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 12, 2024
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
(Address of Principal Executive Offices and Zip Code) | |||||||||||
(949 ) 428-2525
(Registrant's telephone number, including area code)
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:
Securities registered pursuant to Section 12(b) of the Act:
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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
On June 12, 2024, VIZIO Holding Corp. (the “Company”) held its 2024 annual meeting of stockholders (the “Annual Meeting”). The stockholders of the Company voted on the following three proposals at the Annual Meeting, each of which is more fully described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 26, 2024:
1.To elect six directors to hold office until the 2025 annual meeting of stockholders and until their respective successors are elected and qualified;
2.To approve, on an advisory basis, the compensation of the Company’s named executive officers; and
3.To ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2024.
The stockholders of the Company voted as follows at the Annual Meeting:
1. Election of Directors
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
| William Wang | 793,515,786 | 24,453,801 | 9,546,758 | ||||||||
| John R. Burbank | 786,973,492 | 30,996,095 | 9,546,758 | ||||||||
| Julia S. Gouw | 812,474,559 | 5,495,028 | 9,546,758 | ||||||||
| David Russell | 812,895,258 | 5,074,329 | 9,546,758 | ||||||||
| Vicky L. Free | 813,195,775 | 4,773,812 | 9,546,758 | ||||||||
| R. Michael Mohan | 810,406,744 | 7,562,843 | 9,546,758 | ||||||||
Based on the votes set forth above, each of Mr. Wang, Mr. Burbank, Ms. Gouw, Mr. Russell, Mrs. Free and Mr. Mohan was duly elected to serve until the 2025 annual meeting of stockholders and until his or her successor is duly elected and qualified.
2. Advisory Vote on Compensation of Named Executive Officers
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 807,121,826 | 10,801,199 | 46,562 | 9,546,758 | ||||||||
Based on the votes set forth above, the stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.
3. Ratification of Selection of Independent Registered Public Accounting Firm
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 822,587,555 | 274,415 | 4,654,375 | — | ||||||||
Based on the votes set forth above, the stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized.
VIZIO HOLDING CORP. | ||||||||
Date: June 14, 2024 | By: | /s/ Jerry Huang | ||||||
Jerry Huang | ||||||||
General Counsel & Corporate Secretary | ||||||||