BRC Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$BRCC
Beverages (Production/Distribution)
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): May 28, 2025
(Exact Name of Registrant as Specified in Charter)
|
|
|
|
|
(State or Other Jurisdiction of Incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
(Address of principal executive offices, including Zip Code)
(801 ) 874-1189
(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:
|
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
|
|
|
|
|
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 28, 2025, BRC Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). Of the 213,146,148 shares of the Company’s Class A and Class
B common stock entitled to vote at the Annual Meeting, a quorum of 119,977,998 shares was represented virtually or by proxy. The matters voted upon at the Annual Meeting and the results of such voting are set forth below.
Proposal 1. Election of Directors
The stockholders elected the Class III nominees, Evan Hafer, Steven Taslitz, and Glenn Welling, to serve as directors until the Company’s Annual Meeting of Stockholders in
2028. The voting results were as follows:
|
Nominee
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
Evan Hafer
|
90,045,262
|
8,045,279
|
147,956
|
21,739,501
|
|
Steven Taslitz
|
91,142,150
|
6,902,300
|
194,047
|
21,739,501
|
|
Glenn Welling
|
89,697,969
|
7,206,495
|
1,334,033
|
21,739,501
|
Proposal 2. Ratification of the Appointment of the Independent Registered Public Accountants
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,
2025. The voting results were as follows:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
118,560,250
|
437,009
|
980,739
|
0
|
SIGNATURE
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.
|
Dated: June 3, 2025
|
||
|
BRC INC.
|
||
|
By:
|
/s/ Andrew McCormick
|
|
|
Name:
|
Andrew McCormick
|
|
|
Title:
|
General Counsel and Corporate Secretary
|
|