8-K

PARKS AMERICA, INC (PRKA)

8-K 2024-06-12 For: 2024-06-06
View Original
Added on April 06, 2026

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

June6, 2024 000-51254
Date<br> of Report (Date of earliest event reported) Commission<br> File Number

PARKS!

AMERICA, INC.

(Exact name of registrant as specified in its charter)

Nevada 91-0626756
(State<br> or other jurisdiction of <br><br> incorporation or organization) (I.R.S.<br> Employer <br><br> Identification Number)

1300Oak Grove Road

PineMountain, GA 31822

(Address of Principal Executive Offices) (Zip Code)

(706)663-8744

(Registrant’s telephone number, including area code)

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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(g) of the Act:

Title<br> of each class Trading<br> Symbol(s) Name<br> of each exchange on which registered
Common<br> Stock PRKA OTCPink


Item5.07. Submission of Matters to a Vote of Security Holders

On June 6, 2024, Parks! America, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). The purpose of the Annual Meeting was for the Company’s stockholders to elect seven (7) nominees to serve on the Company’s Board of Directors (the “Board”), as well as to consider and vote on four (4) additional proposals. The nominees for director included six (6) nominees proposed by the Company and four (4) nominees proposed by Focused Compounding Fund, LP (“Focused Compounding”). The Annual Meeting also included three (3) proposals from the Company, as well as one (1) proposal submitted by Focused Compounding, for stockholder consideration and voting.

At the close of business on May 13, 2024, the record date for the determination of stockholders entitled to vote at the Annual Meeting, there were 75,726,851 shares of Common Stock issued and outstanding, each share being entitled to one vote. At the Annual Meeting, the holders of 68,014,921 shares of the Company’s Common Stock, or approximately 89.8% of the outstanding Common Stock, were represented in person or by proxy, and, therefore, a quorum was present.

At the Annual Meeting, the Company’s stockholders voted on the following matters:

1. Proposal 1: Elect seven (7) nominees to serve on the<br> Board, each for a term of one (1) year or until his or her respective successor is duly elected and qualified;

The results of the vote were as follows:

Nominees for Director For Against Abstain
Lisa Brady 59,901,069 8,020,645 91,574
Charles Kohnen 31,510,743 36,294,038 97,674
Jeffery Lococo 31,247,878 36,681,938 83,472
Rick Ruffolo 31,133,486 36,590,079 95,557
Jon M. Steele 60,621,503 7,102,062 95,557
Todd R. White 60,638,001 7,083,947 97,174
Geoffrey Gannon 41,785,180 25,930,128 297,529
Andrew Kuhn 37,062,567 30,885,375 65,279
Jacob McDonough 36,728,882 31,219,060 65,279
Ralph Molina 36,725,445 31,220,197 67,579

Accordingly, Lisa Brady, Jon M. Steele, Todd R. White, Geoffrey Gannon, Andrew Kuhn, Jacob McDonough, and Ralph Molina are duly elected.

2. Proposal 2: Ratify GBQ LLC as the Company’s independent<br> registered accountants for the fiscal year ending September 29, 2024;

The results of the vote were as follows:

Votes For Votes Against Abstain
66,382,920 930,047 701,954
3. Proposal 3: Approve, by a non-binding vote, executive<br> compensation;
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The results of the vote were as follows:

Votes For Votes Against Abstain
31,473,150 35,704,556 837,215
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| --- | | 4. | Proposal 4: Approve, by a non-binding vote, the frequency<br> of the Say-On-Pay vote; | | --- | --- |

The results of the vote were as follows:

One Year Two Years Three Years Abstain
36,017,787 570,249 30,653,298 773,587
5. Proposal 5: Repeal any provision of the Bylaws, as adopted<br> on January 30, 2004 and as of June 12, 2012 (the “Bylaws”), including any amendments thereto, in effect at the time of<br> this Proposal becomes effective, which was not included in the Bylaws that were in effect as of June 12, 2012 and were filed with<br> the U.S. Securities and Exchange Commission on July 16, 2012 to restore the Bylaws to their current form if the Board attempts to<br> amend them in any manner prior to the completion of Focused Compounding’s proxy solicitation;
--- ---

The results of the vote were as follows:

Votes For Votes Against Abstain
36,358,508 31,143,707 512,706

Item9.01. Financial Statements and Exhibits.

(a) Financial statements of businesses acquired:

Not applicable

(b) Pro forma financial information:

Not applicable

(c) Shell company transactions:

Not applicable

(d) Exhibits:

Exhibit No. Description of Exhibit
104 Cover<br> 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 hereunto duly authorized.

Date: June 12, 2024

PARKS!<br> AMERICA, INC.
By: /s/ Todd R. White
Name: Todd<br> R. White
Title: Chief<br> Financial Officer
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