8-K
0001808997false00018089972023-09-272023-09-27

 

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): September 27, 2023

 

 

American Outdoor Brands, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39366

84-4630928

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

1800 North Route Z, Suite A

 

Columbia, Missouri

 

65202

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (800) 338-9585

 

 

(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:

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))

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, Par Value $0.001 per Share

 

AOUT

 

The Nasdaq Global Select Market

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 September 27, 2023, we held our 2023 Annual Meeting of Stockholders, or the Annual Meeting, to consider and vote upon the following proposals: (1) to elect Bradley T. Favreau, Gregory J. Gluchowski, Jr., Luis G. Marconi, Barry M. Monheit, and I. Marie Wadecki to serve until their successors are elected and qualified at the 2024 Annual Meeting of Stockholders, subject to their earlier death, resignation, disqualification or removal; (2) to ratify the appointment of Grant Thornton LLP, an independent registered public accounting firm, as our independent registered public accountant for the fiscal year ending April 30, 2024; and (3) to approve the stockholder proposal on the adoption of simple majority voting requirements.

 

The following directors were elected at the annual meeting:

Director

Votes For

Votes Withheld

Broker
Non-
Votes

Bradley T. Favreau

8,306,826

239,887

2,480,577

Gregory J. Gluchowski, Jr.

8,210,660

336,053

2,480,577

Luis G. Marconi

8,312,035

234,678

2,480,577

Barry M. Monheit

8,184,054

362,659

2,480,577

I. Marie Wadecki

8,203,113

343,600

2,480,577

 

Our stockholders ratified the appointment of Grant Thornton LLP as our independent registered public accountants for the fiscal year ending April 30, 2024. The voting results were as follows:

 

Votes
For

Votes
Against

Abstentions

Broker
Non-
Votes

Ratification of Grant Thornton LLP as independent registered public accountants

10,968,300

47,015

11,975

 

For the approval of the stockholder proposal on the adoption of simple majority voting requirements, the voting results were as follows:

 

Votes
For

Votes
Against

Abstentions

Broker
Non-
Votes

Approval of the stockholder proposal on the adoption of simple majority voting requirements

8,492,616

43,493

10,604

2,480,577

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

Number

Description

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


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.

 

 

 

AMERICAN OUTDOOR BRANDS, INC.

 

 

 

 

Date:

September 29, 2023

By:

/s/ H. Andrew Fulmer

 

 

 

H. Andrew Fulmer
Executive Vice President, Chief Financial Officer, and Treasurer