Marinemax Inc 8-K, filed Feb 28, 2024
Marinemax Inc (HZO)
About this 8-K
Marinemax Inc filed this 8-K on February 28, 2024, reporting on events of February 22, 2024.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 February 22, 2024, the Company held its Annual Meeting to consider and vote upon the following proposals: (1) to elect four directors, each to serve for a three-year term expiring in 2027; (2) to approve (on an advisory basis) the Company’s executive compensation (“say-on-pay”); (3) to approve (on an advisory basis) the frequency of future non-binding advisory votes on the Company’s executive compensation; and (4) to ratify the appointment of KPMG LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending September 30, 2024.
Proposal 1: To elect four directors, each to serve for a three-year term expiring in 2027.
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Nominee |
For |
Against |
Abstain |
Broker Non-Votes |
William H. McGill |
16,033,171 |
1,202,496 |
8,818 |
2,654,040 |
Adam M. Johnson |
17,160,183 |
73,673 |
10,629 |
2,654,040 |
Charles R. Oglesby |
15,489,473 |
1,744,197 |
10,815 |
2,654,040 |
Rebecca White |
16,885,860 |
349,025 |
9,600 |
2,654,040 |
Proposal 2: To approve (on an advisory basis) the Company’s executive compensation (“say-on-pay”).
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For |
Against |
Abstain |
Broker Non-Votes |
16,282,227 |
188,240 |
774,018 |
2,654,040 |
Proposal 3: To approve (on an advisory basis) the frequency of future non-binding advisory votes on the Company’s executive compensation.
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1 Year |
2 Years |
3 Years |
Abstain |
16,049,193 |
8,844 |
1,177,209 |
9,239 |
Proposal 4: To ratify the appointment of KPMG LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending September 30, 2024.
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For |
Against |
Abstain |
Broker Non-Votes |
19,848,525 |
40,954 |
9,046 |
0 |
Each of the director nominees (who stood for re-election) and Proposals 2 and 4 received the necessary votes in favor to be adopted by the Company’s shareholders at the Annual Meeting. The Company’s shareholders selected (on an advisory basis) one year as the frequency of future non-binding advisory votes on the Company’s executive compensation. Based on these results and consistent with the Company’s recommendation, the Company’s Board of Directors (the “Board”) has determined that, until the next required shareholder vote on the frequency of future shareholder advisory votes on executive compensation or the Board determines that such vote shall be conducted at a different interval, the Company will conduct future non-binding advisory votes on the Company’s executive compensation every year.
Exhibit Index
Exhibit No. |
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Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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 thereunto duly authorized.
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MarineMax, Inc. |
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Date: |
February 28, 2024 |
By: |
/s/ Michael H. McLamb |
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Name: Michael H. McLamb |