SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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 16, 2023 (
(Exact name of registrant as specified in its charter)
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(State of incorporation) |
(Commission File |
(IRS Employer Identification Number) |
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| (Address of principal executive offices) |
Registrant’s telephone number, including area code: (
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act | |
Soliciting material pursuant to Rule 14a-12 of the Exchange Act | |
Pre-commencement communications pursuant to Rule 14d-2(b) Exchange Act | |
Pre-commencement communications pursuant to Rule 13e-4(c) Exchange Act |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. |
At the Annual Meeting on June 15, 2023, the following matters were submitted to the vote of the shareholders, with the results of voting on each such matter as set forth below (vote totals are rounded to the nearest full share).
Proposal 1
Each of the Registrant’s nominees was elected a director to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified.
| Number of Shares Voted | ||||||||
| Name | For | Against | Abstain | Broker Non-Vote | ||||
| James P. Chambers | 35,367,545 | 680,107 | 17,779 | 4,322,955 | ||||
| Hamish A. Dodds | 35,787,739 | 260,374 | 17,318 | 4,322,955 | ||||
| Michael J. Griffith | 35,178,018 | 868,449 | 18,964 | 4,322,955 | ||||
| Gail Mandel | 35,653,384 | 394,597 | 17,450 | 4,322,955 | ||||
| Chris Morris | 35,638,600 | 408,212 | 18,619 | 4,322,955 | ||||
| Atish Shah | 35,643,119 | 404,948 | 17,364 | 4,322,955 | ||||
| Kevin M. Sheehan | 34,854,142 | 1,193,125 | 18,164 | 4,322,955 | ||||
| Jennifer Storms | 33,085,093 | 2,787,286 | 193,052 | 4,322,955 | ||||
Proposal 2
The proposal to ratify the appointment of KPMG LLP as Independent Registered Public Accounting Firm for the fiscal year 2023 was approved. The results were as follows:
| For | Against | Abstain | Broker Non-Vote | |||
| 40,080,262 | 289,695 | 18,429 | 0 |
Proposal 3
The proposal on the Registrant’s executive compensation was approved. The results were as follows:
| For | Against | Abstain | Broker Non-Vote | |||
| 32,666,319 | 3,370,606 | 28,506 | 4,322,955 |
| Item 9.01. | Financial Statements and Exhibits |
| (d) | Exhibits. |
| 104 | Cover Page Interactive Data File (the Cover Page Interactive Data File is 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.
| DAVE & BUSTER’S ENTERTAINMENT, INC. | ||
| Date: June 16, 2023 | By: | /s/ Bryan D. McCrory |
| Bryan D. McCrory | ||
| Vice President, Secretary and General Counsel | ||