Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):May 20, 2021
Hasbro, Inc.
(Exact name of registrant as specified in its charter)
Rhode Island
1-6682
05-0155090
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
1027 Newport Avenue
Pawtucket,
Rhode Island
02861
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including area code: (401) 431-8697
____________________
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
HAS
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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 May 20, 2021, Hasbro, Inc. (the “Company”) held its 2021 Annual Meeting of Shareholders (the “Annual Meeting”). As of the record date of March 24, 2021, there were 137,559,166 shares of common stock outstanding and entitled to notice of and to vote at the Annual Meeting. Of the record date shares, 121,565,477 shares of common stock were represented at the Annual Meeting.The matters voted upon at the Annual Meeting and the results of the voting are set forth below.
Proposal 1 – Election of Directors
Shareholders approved the election of eleven directors to serve for one-year terms expiring at the 2022 Annual Meeting of Shareholders, and until their successors are duly elected and qualified.The voting results for this proposal were as follows:
For
Against
Abstain
Broker Non-Votes
Kenneth A. Bronfin
109,745,174
4,792,204
75,284
6,952,815
Michael R. Burns
113,996,700
564,359
51,603
6,952,815
Hope F. Cochran
112,549,795
2,013,487
49,380
6,952,815
Lisa Gersh
111,185,674
3,379,652
47,336
6,952,815
Brian D. Goldner
108,204,303
6,068,981
339,378
6,952,815
Tracy A. Leinbach
109,711,634
4,829,164
71,864
6,952,815
Edward M. Philip
106,520,834
8,008,687
83,140
6,952,815
Laurel J. Richie
114,220,161
345,900
46,601
6,952,815
Richard S. Stoddart
113,738,011
824,996
49,655
6,952,815
Mary Beth West
114,036,560
529,931
46,171
6,952,815
Linda K. Zecher
114,241,843
324,052
46,767
6,952,815
Proposal 2 – Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers
Shareholders approved, on an advisory basis, the compensation for the Company’s Named Executive Officers, as disclosed in the Compensation Discussion and Analysis and Executive Compensation sections in the proxy statement for the Annual Meeting. The voting results for this proposal were as follows:
For
Against
Abstain
Broker Non-Votes
93,172,537
21,294,005
146,120
6,952,815
Proposal 3 – Ratification of the Selection of KPMG LLP as Independent Registered Public Accounting Firm for Fiscal Year 2021
Shareholders ratified the appointment of KPMG LLP to serve as the Company’s independent registered public accounting firm for its 2021 fiscal year.The voting results for this proposal were as follows:
For
Against
Abstain
115,466,489
4,490,733
1,608,255
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.
HASBRO, INC.
By:
/s/ Deborah Thomas
Name:
Deborah Thomas
Title:
Executive Vice President and Chief Financial Officer (Duly Authorized Officer and Principal Financial Officer)