8-K
ONE Group Hospitality, Inc. (STKS)
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 eventreported): May 27, 2020
THE ONE GROUP HOSPITALITY, INC.
(Exact name of registrant as specifiedin its charter)
| Delaware | 001-37379 | 14-1961545 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission File Number) | (IRS Employer<br><br> <br>Identification No.) |
1624 Market Street Suite 311
Denver, Colorado 80202
(Address of principal executive officesand zip code)
Registrant’s telephone number,including area code: (646) 624-2400
(Former name or former address, if changedsince 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 (see General Instruction A.2. below):
| ¨ | Written<br> communication 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> communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ¨ | Pre-commencement<br> communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ¨
Securities registered pursuant to Section 12(b) of the Act:
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock | STKS | Nasdaq |
| Item 5.07 | Submission of Matters to a Vote of Security Holders | |
| --- | --- |
The results of the votes on the three matters considered at the Annual Meeting of Stockholders held on May 27, 2020, are as follows. Each of the proposals received the requisite vote for approval.
| 1. | To elect the following<br> Class I directors to serve a three-year term expiring in 2023: |
|---|
DimitriosAngelis
| For | Withhold | Broker Non-Votes |
|---|---|---|
| 17,400,327 | 62,391 | 5,249,567 |
MichaelSerruya
| For | Withhold | Broker Non-Votes |
|---|---|---|
| 17,332,645 | 130,073 | 5,249,567 |
| 2. | To ratify the appointment<br> of Plante Moran, P.C. as the Company’s independent registered public accounting<br> firm for the fiscal year ending December 31, 2020. | ||
|---|---|---|---|
| For | Against | Abstain | |
| --- | --- | --- | |
| 22,618,595 | 74,756 | 18,934 | |
| 3. | To approve the compensation<br> of the Company’s named executive officers, as disclosed in the proxy statement. | ||
| --- | --- | ||
| For | Against | Abstain | Broker Non-Votes |
| --- | --- | --- | --- |
| 16,407,083 | 1,029,393 | 26,242 | 5,249,567 |
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.
| THE ONE GROUP HOSPITALITY, INC. | ||
|---|---|---|
| Dated: May 27, 2020 | ||
| By: | /s/ Linda Siluk | |
| Linda Siluk | ||
| Chief Administrative Officer |