Warby Parker Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Item 5.07 Submission of Matters to a Vote of Security Holders
On June 7, 2024, Warby Parker Inc. (the “Company”) held its Annual Meeting of Stockholders. Holders of the Company’s Class A common stock were entitled to one vote per share held as of the close of business on April 12, 2024 (the “Record Date”) and holders of the Company’s Class B common stock were entitled to ten votes per share held as of the Record Date. A total of 86,964,062 shares of the Company’s Class A common stock and 19,734,125 shares of the Company’s Class B common stock were present in person or represented by proxy at the meeting, representing approximately 95.91% percent of the combined voting power of the Company’s Class A and Class B common stock as of the Record Date. The following are the voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 25, 2024.
Item 1 — Election of three Class III directors for a term of office expiring on the date of the annual meeting of stockholders in 2027 and until their respective successors have been duly elected and qualified.
The stockholders elected each of the three persons named below as Class III directors to serve until the 2027 annual meeting of stockholders or until their successors are duly elected and qualified. The results of such vote were:
| Votes FOR | Votes WITHHELD | Broker Non-Votes | ||||||||||
| Neil Blumenthal | 273,008,570 | 1,593,185 | 9,703,557 | |||||||||
| Andrew Hunt | 255,818,660 | 18,783,095 | 9,703,557 | |||||||||
| Gabrielle Sulzberger | 256,094,319 | 18,507,436 | 9,703,557 | |||||||||
Item 2 — Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The results of such vote were:
| Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||||||||||
| 284,203,798 | 46,786 | 54,728 | 0 | |||||||||||
Item 3 — Approval, on an advisory (non-binding) basis, of the compensation of our named executive officers.
The compensation of the Company’s named executive officers was approved on an advisory (non-binding) basis. The results of such vote were:
| Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||||||||||
| 274,202,643 | 332,080 | 67,032 | 9,703,557 | |||||||||||
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.
| WARBY PARKER INC. | ||
| Dated: June 12, 2024 | By: | /s/ Chris Utecht |
| Chris Utecht | ||
| General Counsel and Secretary | ||