8-K

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): September 27, 2023

American Outdoor Brands, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-39366	84-4630928
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1800 North Route Z, Suite A
Columbia, Missouri		65202
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (800) 338-9585

(Former Name or Former Address, if Changed Since Last Report)

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
Common Stock, Par Value $0.001 per Share	AOUT	The Nasdaq Global Select Market

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 27, 2023, the Board of Directors of American Outdoor Brands, Inc. (the “Company”) appointed Brent A. Vulgamott to the role of Chief Operating Officer, effective October 2, 2023.

Mr. Vulgamott, age 40, prior to his promotion to Chief Operating Officer, served as our Vice President of Sales, Operations & Analytics since March 2022. Mr. Vulgamott served as our Vice President of Operations & Analytics from August 2020 until March 2022. Mr. Vulgamott served as Vice President of Operations of the Outdoor Products & Accessories Division of Smith & Wesson Brands, Inc. from March 2020 to August 2020. From November 2018 to March 2020, Mr. Vulgamott was the Director of Finance for Lockton Companies, a privately held insurance broker. From November 2015 to November 2018, Mr. Vulgamott was Division Controller for the Outdoor Products & Accessories Division of Smith & Wesson Brands Inc. From April 2011 to October 2015, Mr. Vulgamott held finance leadership and management roles at Ford Motor Company and Piston Automotive, a publicly held automotive company and privately held automotive sub-supplier. From August 2007 to March 2011, Mr. Vulgamott held various accounting and financial planning and analysis roles with companies, including State Street Bank & Trust Co and Cerner Corporation.

Related to the promotion to Chief Operating Officer, the Compensation Committee increased Mr. Vulgamott’s annual base salary to $275,000. The Compensation Committee also granted an award of 2,027 restricted stock units on October 2, 2023, to supplement the annual restricted stock unit grant that Mr. Vulgamott received on June 15, 2023. As an executive officer, Mr. Vulgamott will be a participant in our Executive Severance Pay Plan. We did not enter into or amend any agreements with Mr. Vulgamott. There are no family relationships between Mr. Vulgamott and any of our directors or executive officers. There have been no transactions since the beginning of our last fiscal year, and no transactions are currently proposed, in which we were or are to be a participant and in which Mr. Vulgamott or any member of his immediate family had or will have any interest, that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01. Regulation FD Disclosure.

On October 4, 2023, the Company issued a press release reporting the promotion of Mr. Vulgamott. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

The information in this Item 7.01 of this Current Report on Form 8-K (including the exhibit) is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information in the Report that is required to be disclosed solely by Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.
Exhibit
Number		Description
99.1		Press Release
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

			AMERICAN OUTDOOR BRANDS, INC.
Date:	October 4, 2023	By:	/s/ H. Andrew Fulmer
			H. Andrew Fulmer Executive Vice President, Chief Financial Officer, and Treasurer

EX-99.1

	Exhibit 99.1
	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

Contact:

Liz Sharp, VP, Investor Relations

lsharp@aob.com

(573) 303-4620

Vulgamott Named Chief Operating Officer

at American Outdoor Brands

COLUMBIA, Mo., October 3, 2023 – American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT), an industry leading provider of products and accessories for outdoor enthusiasts, today announced that Brent Vulgamott, Vice President of Sales, Operations & Analytics, has been named to the newly created role of Chief Operating Officer, under which he will continue to lead all facets of the Company’s Sales, Operations, and Analytics functions.

President and Chief Executive Officer, Brian Murphy, said, “I am excited to share today’s news that Brent Vulgamott will hold the title of Chief Operating Officer. Brent joined our company in 2015 as a Divisional Controller long before the spin-off from our former parent company in 2020. Since then, he has taken on increasing responsibilities and combined his financial expertise with his growing knowledge of our organization’s products and processes to effectively expand the scope of his role over time. Since the spin-off, Brent has led the teams that established our efficient operational infrastructure, has executed multiple facility consolidations to drive improved efficiencies, and has been instrumental in the creation and execution of our go-to-market strategy, which encompasses our traditional and e-commerce sales channels. Today’s announcement reflects the scope of Brent’s role, and his work in preparing our company for future growth.”

Prior to American Outdoor Brands, Vulgamott served in a variety of increasingly responsible roles for the Outdoor Products & Accessories Division of Smith & Wesson Brands, most recently as Vice President of Operations. He previously served as Director of Finance for Lockton Companies, a privately held insurance broker. He has also held finance leadership and management roles at Ford Motor Company and Piston Automotive, a publicly held automotive company and privately held automotive sub-supplier. Vulgamott also held accounting and FP&A roles with State Street Bank & Trust Co and Cerner Corporation. He earned his BS in Finance and Banking from the University of Missouri, and his MBA in Accounting and Business Management from Rockhurst University.

About American Outdoor Brands, Inc.

American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT) is an industry leading provider of outdoor products and accessories, including hunting, fishing, camping, outdoor cooking, shooting, and personal security and defense products, for rugged outdoor enthusiasts. The company produces innovative, top quality products under its brands BOG®; BUBBA®; Caldwell®; Crimson Trace®; Frankford Arsenal®; Grilla Grills®; Hooyman®; Imperial®; LaserLyte®; Lockdown®; MEAT!; Old Timer®; Schrade®; Tipton®; Uncle Henry®; ust®; and Wheeler®. For more information about all the brands and products from American Outdoor Brands, Inc., visit www.aob.com.

XML

Document And Entity Information	Sep. 27, 2023
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Sep. 27, 2023
Entity Registrant Name	American Outdoor Brands, Inc.
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Entity Emerging Growth Company	true
Securities Act File Number	001-39366
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-4630928
Entity Address, Address Line One	1800 North Route Z, Suite A
Entity Address, City or Town	Columbia
Entity Address, State or Province	MO
Entity Address, Postal Zip Code	65202
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Pre-commencement Issuer Tender Offer	false
Entity Ex Transition Period	true
Title of 12(b) Security	Common Stock, Par Value $0.001 per Share
Trading Symbol	AOUT
Security Exchange Name	NASDAQ