Business Context and Reporting Period
This Form 8-K filing by Fox Factory Holding Corp. reports on the results of the 2026 Annual Meeting of Stockholders held on May 8, 2026. The filing details the voting outcomes for director elections, auditor ratification, and executive compensation.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
A total of 41,932,594 shares were outstanding as of the March 10, 2026 record date. Approximately 92.78% of shares were present or represented by proxy, establishing a quorum. The following matters were acted upon:
- Proposal 1: Election of Directors
- Elizabeth A. Fetter: Elected with 27,438,006 votes For, 3,868,213 Withheld, and 7,597,760 Broker Non-Votes.
- Douglas J. Grimm: Elected with 31,163,229 votes For, 142,990 Withheld, and 7,597,760 Broker Non-Votes.
- Both directors were elected to Class I seats for a three-year term ending at the 2029 Annual Meeting.
- Proposal 2: Ratification of Independent Public Accountants
- Stockholders ratified the appointment of Grant Thornton LLP for fiscal year 2026.
- Votes: 38,844,313 For, 52,446 Against, 7,220 Abstain.
- Proposal 3: Advisory Vote on Executive Compensation
- Stockholders approved the advisory resolution regarding named executive officer compensation.
- Votes: 27,616,480 For, 3,675,322 Against, 14,417 Abstain, 7,597,760 Broker Non-Votes.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. For further details on the proposals, the filing refers investors to the definitive proxy statement filed on March 25, 2026.
Investor Verification Checklist
- Verify the definitive proxy statement filed on March 25, 2026, for detailed background on the director nominees and executive compensation structure.
- Confirm the tenure of the newly elected Class I directors (Elizabeth A. Fetter and Douglas J. Grimm) through the 2029 Annual Meeting.
- Note the significant number of Broker Non-Votes (7,597,760) recorded for both the director election and the executive compensation vote.
- Review the appointment of Grant Thornton LLP as the independent public accountant for fiscal year 2026.