SkinHealth Systems Inc 8-K, filed Jun 29, 2022
SkinHealth Systems Inc. (SKIN)
8-K
2022-06-29
For: 2022-06-28
View Original
Added on
April 10, 2026
About this 8-K
SkinHealth Systems Inc filed this 8-K on June 29, 2022, reporting on events of June 28, 2022.
Items reported
- Item 5.07: Shareholder vote results
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): June 28, 2022
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices)
(Zip Code)
(800 ) 603-4996
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
The | ||||||||||||||
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 June 28, 2022, The Beauty Health Company (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) in a virtual format. At the close of business on April 29, 2022, the record date for the Annual Meeting, there were 150,631,964 shares of Company’s Class A Common Stock issued and outstanding, which constituted all of the issued and outstanding capital stock of the Company as of the record date. At the Annual Meeting, 123,183,958 of the Company’s 150,631,964 outstanding shares of Class A Common Stock entitled to vote as of the record date, or approximately 81.77%, were represented by proxy or in person (virtually), and, therefore, a quorum was present.
The proposals voted on at the Annual Meeting are more fully described in the Definitive Proxy Statement on Schedule 14A filed by the Company with the Securities and Exchange Commission (the “Commission”) on May 12, 2022.
The final voting results on the proposals presented for stockholder approval at the Annual Meeting are as follows:
Proposal No. 1: The Company’s stockholders elected three Class I directors, each to hold office for a period of three years, until the Company’s 2025 annual meeting of stockholders, or until his or her successors are duly elected and qualified, subject to prior death, resignation, or removal, as follows:
| Nominees | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
Andrew Stanleick | 118,092,261 | 50,484 | 5,041,213 | ||||||||
| Desiree Gruber | 99,339,781 | 18,802,964 | 5,041,213 | ||||||||
| Michelle Kerrick | 86,880,811 | 31,261,934 | 5,041,213 | ||||||||
Proposal No. 2: The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent, registered public accounting firm for the fiscal year ending December 31, 2022, as follows:
| Votes For | Votes Withheld | Abstentions | Broker Non-Votes | ||||||||
| 121,996,181 | 1,184,243 | 3,534 | 0 | ||||||||
Proposal No. 3: The Company’s stockholders approved an advisory, non-binding vote that the frequency of future advisory, non-binding vote approving the named executive officer compensation shall take place every one (1) year, as follows:
| One Year | Two Years | Three Years | Abstain | Broker Non-Votes | ||||||||||
| 118,081,037 | 9,407 | 15,835 | 36,466 | 5,041,213 | ||||||||||
The Company will review the stockholders’ advisory, non-binding vote to hold future advisory, non-binding vote on approving the named executive officer compensation every year, and will determine the frequency of such vote by amendment to this Current Report on Form 8-K within 150 days of the Annual Meeting date.
SIGNATURE
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.
Dated: June 29, 2022 | The Beauty Health Company | |||||||
| By: | /s/ Liyuan Woo | |||||||
| Name: | Liyuan Woo | |||||||
| Title: | Chief Financial Officer | |||||||