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SPWH Sportsman`s Warehouse

Filed: 28 May 21, 4:05pm

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 26, 2021

SPORTSMAN’S WAREHOUSE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-36401

39-1975614

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

1475 West 9000, Suite A
West Jordan, Utah

84088

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (801) 566-6681

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, $.01 par value

SPWH

The Nasdaq Stock Market LLC

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))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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.

On May 26, 2021, Sportsman’s Warehouse Holdings, Inc. (the “Company”) held its 2021 annual meeting of stockholders (the “Annual Meetings”). At the Annual Meeting, stockholders voted on the matters disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 9, 2021. The final voting results for the matters submitted to a vote of stockholders are provided below.

Proposal 1: The Company’s stockholders elected the three individuals below to serve as Class I directors until the Company’s 2024 annual meeting of stockholders and until their respective successors are duly elected and qualified.

  

Nominee

For

Against

Abstain

Broker Non-Vote

Joseph P. Schneider

24,046,830

4,419,056

3,252

5,021,795

Christopher Eastland

28,182,378

283,702

3,058

5,021,795

Philip Williamson

28,148,898

183,262

136,978

5,021,795

Proposal 2: The Company’s stockholders ratified of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal 2021

For

Against

Abstain

Broker Non-Votes

33,430,654

43,952

16,327

-

Proposal 3: The Company’s stockholders approved, on an advisory basis, of the Company’s named executive officer compensation

For

Against

Abstain

Broker Non-Votes

27,902,989

535,624

30,525

5,021,795

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.

SPORTSMAN’S WAREHOUSE HOLDINGS, INC.

By:

/s/ Robert K. Julian

Name:

Robert K. Julian

Title:

Secretary and Chief Financial Officer

Date: May 28, 2021