UNITED STATES
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FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
Sportsman’s Warehouse Holdings, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on May 25, 2022. 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 11, 2022. The final voting results for the matters submitted to a vote of stockholders are provided below.
Proposal 1: The Company’s stockholders elected the two individuals below to serve as Class II directors until the Company’s 2025 annual meeting of stockholders and until their respective successors are duly elected and qualified.
Nominee |
| For |
| Against |
| Abstain |
| Broker Non-Votes |
|
Martha Bejar | 20,143,172 | 10,349,656 | 16,502 | 5,741,390 | |||||
Richard McBee | 19,041,999 | 11,456,219 | 11,112 | 5,741,390 |
Proposal 2: The proposal to amend and restate the Company's Amended and Restated Certificate of Incorporation to declassify the Board of Directors and remove certain obsolete provisions, which required the affirmative vote of at least sixty-six and two-thirds percent (66 2/3)% of the Company's outstanding shares as of the record date of the Annual Meeting, did not receive the requisite number of votes and was therefore not approved.
For |
| Against |
| Abstain |
| Broker Non-Votes |
|
28,468,235 | 2,029,565 | 11,530 | 5,741,390 |
Proposal 3: The Company’s stockholders ratified of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2022.
For |
| Against |
| Abstain |
| Broker Non-Votes |
|
36,152,834 | 79,106 | 18,780 | — |
Proposal 4: The Company’s stockholders approved, on an advisory basis, the Company’s named executive officer compensation.
For |
| Against |
| Abstain |
| Broker Non-Votes |
|
22,266,434 | 8,174,813 | 68,083 | 5,741,390 |
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.
Date: May 26, 2022 | SPORTSMAN’S WAREHOUSE HOLDINGS, INC. | |
By: | /s/ Jeff White | |
Name: | Jeff White | |
Title: | Secretary and Chief Financial Officer | |