UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 19, 2023, Kidpik Corp. (the “Company”, “we” and “us”) held our 2023 Annual Meeting of Stockholders via live audio webcast (the “Meeting”). At the Meeting, an aggregate of 5,814,527 shares of common stock, or 75.63% of our 7,688,194 total outstanding shares of common stock as of April 24, 2023, the record date for the Meeting, were present at (including via proxy) or were voted at the Meeting, constituting a quorum.
The following three proposals were voted on at the Meeting (as described in greater detail in the Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on May 1, 2023 (the “Proxy Statement”)), with the results of such voting as set forth below. Capitalized terms have the meanings given to such terms in the Proxy Statement and this Form 8-K should be read in connection with the Proxy Statement.
| Proposal 1 | Votes For | Votes Withheld | Abstentions | Broker Non-Votes | ||||||||||||
| Election of Class II Director | ||||||||||||||||
| Ezra Dabah | 4,731,483 | 0 | 42,593 | 1,040,451 | ||||||||||||
| Jill Kronenberg | 4,742,368 | 0 | 31,708 | 1,040,451 | ||||||||||||
| Proposal 2 | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||
| Ratification of the appointment of CohnReznick LLP, as the Company’s independent registered public accounting firm for the year ended December 30, 2023 | 5,594,889 | 216,354 | 2,654 | 630 | ||||||||||||
| Proposal 3 | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||
| The approval of an amendment to our Second Amended and Restated Certificate of Incorporation, to effect a reverse stock split of our issued and outstanding shares of our common stock, par value $0.001 per share, by a ratio of between one-for-five to one-for-twenty, inclusive, with the exact ratio to be set at a whole number to be determined by our Board of Directors or a duly authorized committee thereof in its discretion, at any time after approval of the amendment and prior to April 24, 2024. | 5,377,850 | 432,963 | 3,713 | 1 | ||||||||||||
As a result of the above voting, Mr. Ezra Dabah and Ms. Jill Kronenberg were appointed as a Class II directors of the Company by a plurality of the votes cast (there was no solicitation in opposition to management’s nominees as listed in the proxy statement), to serve a three year term, expiring at the 2026 Annual Meeting, and until their respective successor(s) is elected and qualified, or until their earlier resignation or removal; proposal 2, which required the affirmative vote of a majority of the shares present in person or represented by proxy at the Meeting and entitled to vote, was validly approved by the Company’s stockholders; and proposal 3, which required the affirmative vote of a majority of the shares eligible to be voted at the Meeting, was validly approved by the Company’s stockholders.
The Board of Directors has not yet determined whether or not to affect a reverse stock split of the Company’s outstanding common stock. If in the future it determines to affect a reverse stock split, the Company plans to publicly disclose the timing and ratio of such split, prior to its effectiveness.
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.
Dated: June 20, 2023
| Kidpik Corp. | ||
| By: | /s/ Ezra Dabah | |
| Name: | Ezra Dabah | |
| Title: | Chief Executive Officer | |