UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
Annual Meeting of Stockholders
On May 13, 2020, Floor & Decor Holdings, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) virtually. The issued and outstanding shares of stock of the Company entitled to vote at the Annual Meeting consisted of the 102,286,912 shares of Class A common stock outstanding on the record date, March 17, 2020. A quorum was present at the Annual Meeting and the stockholders of the Company voted on three matters, all of which were approved. The final voting results from the Annual Meeting as of May 13, 2020, as certified by the inspector of election, were as follows:
(1) A proposal to elect three Class III directors of the Company to serve for three-year terms expiring at the 2023 Annual Meeting of Stockholders once their respective successors have been duly elected and qualified or until their earlier resignation or removal was approved, based on the following votes:
FOR | AGAINST | ABSTAIN | BROKER NON- VOTES | |||||
David B. Kaplan | 76,880,748 | 13,725,969 | 7,635 | 5,032,879 | ||||
Peter Starrett | 76,880,427 | 13,726,090 | 7,835 | 5,032,879 | ||||
George Vincent West | 73,094,969 | 17,512,913 | 6,470 | 5,032,879 |
(2) A proposal to ratify the appointment of Ernst & Young LLP as independent auditors for the Company’s 2020 fiscal year was approved, based on the following votes:
FOR | AGAINST | ABSTAIN | |||||
95,329,450 | 296,667 | 21,114 |
There were no broker non-votes on this matter.
(3) A proposal to approve, by non-binding vote, the compensation paid to the Company’s named executive officers (commonly known as a “say-on-pay” proposal) was approved, based on the following votes:
FOR | AGAINST | ABSTAIN | BROKER NON- VOTES | |||
89,976,261 | 619,706 | 18,385 | 5,032,879 |
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.
FLOOR & DECOR HOLDINGS, INC. | |||
Date: May 14, 2020 | By: | /s/ David V. Christopherson | |
Name: | David V. Christopherson | ||
Title: | Executive Vice President, Secretary and General Counsel |
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Cover |
May 13, 2020 |
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Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | May 13, 2020 |
Entity File Number | 001-38070 |
Entity Registrant Name | Floor & Decor Holdings, Inc. |
Entity Central Index Key | 0001507079 |
Entity Tax Identification Number | 27-3730271 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 2500 Windy Ridge Parkway SE |
Entity Address, City or Town | Atlanta |
Entity Address, State or Province | GA |
Entity Address, Postal Zip Code | 30339 |
City Area Code | 404 |
Local Phone Number | 471-1634 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Class A common stock, $0.001 par value per share |
Trading Symbol | FND |
Security Exchange Name | NYSE |
Entity Emerging Growth Company | false |