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. |
Tile Shop Holdings, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) online on June 18, 2024, at which a total of 31,727,094 shares were present virtually or by proxy. At the Annual Meeting:
| 1. | Deborah K. Glasser and Linda Solheid were elected to the Board of Directors of the Company as Class III directors to hold office until the Company’s 2027 Annual Meeting of Stockholders. |
| 2. | The appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified. |
| 3. | The compensation of the Company’s named executive officers was approved, on a non-binding and advisory basis. |
The voting results for each such matter were as follows:
| 1. | Election of directors: |
| Nominee | For | Withheld | Broker Non-Votes | ||||||
| Deborah K. Glasser | 25,223,392 | 2,245,647 | 4,258,055 | ||||||
| Linda Solheid | 25,226,124 | 2,242,915 | 4,258,055 |
The other members of the Board of Directors whose terms of office continued after the Annual Meeting were Peter J. Jacullo III, Cabell H. Lolmaugh, Peter H. Kamin, and Mark J. Bonney.
| 2. | Ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024: |
| For | Against | Abstain | Broker Non-Votes | ||||||
| 31,599,785 | 64,398 | 62,911 | — |
| 3. | Approval, on a non-binding and advisory basis, of named executive officer compensation: |
| For | Against | Abstain | Broker Non-Votes | ||||||
| 27,084,741 | 115,071 | 269,227 | 4,258,055 |
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.
| TILE SHOP HOLDINGS, INC. | ||
| Date: June 18, 2024 | By: | /s/ Mark B. Davis |
| Name: | Mark B. Davis | |
| Title: | Senior Vice President, Chief Financial Officer & Secretary | |