Date of Report (date of earliest event reported):June 14, 2022
CROCS, INC.
(Exact name of registrant as specified in its charter)
Delaware
0-51754
20-2164234
(State or other jurisdiction
(Commission File Number)
(I.R.S. Employer
of incorporation)
Identification No.)
13601 Via Varra
80020
Broomfield,
Colorado
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (303) 848-7000
Not Applicable
(Former name or former address, if changed since 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:
☐ 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:
Name of each exchange on which registered:
Common Stock, par value $0.001 per share
CROX
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 (17 CFR 230.45) 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. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 14, 2022, Crocs, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”) as a virtual meeting online via live audio webcast. The results of the matters submitted to a vote of the stockholders at the Annual Meeting were as follows:
(a) The nominees for election as Class II directors to serve until the 2025 annual meeting of stockholders or until their successors are duly elected and qualified, were elected based on the following votes:
Name of Nominee
Votes For
Votes Withheld
Broker Non-Votes
Ian M. Bickley
41,610,221
1,671,746
5,597,996
Tracy Gardner
41,622,210
1,659,757
5,597,996
Douglas J. Treff
42,005,836
1,276,131
5,597,996
(b) The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2022 was approved based on the following votes:
Votes For
Votes Against
Votes Abstaining
48,476,986
347,962
55,015
(c) The proposal regarding the advisory vote to approve the compensation of the Company’s named executive officers was approved based on the following votes:
Votes For
Votes Against
Votes Abstaining
Broker Non-Votes
42,205,141
987,390
89,436
5,597,996
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No.
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
CROCS, INC.
Date: June 15, 2022
By:
/s/ Daniel P. Hart
Daniel P. Hart
Executive Vice President, Chief Legal and Risk Officer
