Business Context and Reporting Period
This Form 8-K reports on the 2022 Annual Meeting of Stockholders held by Carparts.Com, Inc. on May 25, 2022. The record date for the meeting was March 28, 2022, with 54,056,186 shares of common stock entitled to vote.
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
Stockholders voted on two proposals. A total of 45,131,905 shares were present in person or by proxy.
Proposal 1: Election of Directors
Three Class I directors were elected to serve until the 2025 Annual Meeting. Voting results were as follows:
| Director | For | Withheld | Broker Non-Votes |
|---|---|---|---|
| Ana Dutra | 26,288,510 | 6,788,738 | 12,054,657 |
| Jay Greyson | 27,644,039 | 5,433,209 | 12,054,657 |
| Jim Barnes | 31,936,530 | 1,140,718 | 12,054,657 |
Proposal 2: Ratification of Independent Auditors
Stockholders ratified the selection of RSM US LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2022.
| For | Against | Abstaining | Broker Non-Votes |
|---|---|---|---|
| 44,831,208 | 20,203 | 280,494 | 0 |
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the total number of shares entitled to vote (54,056,186) versus shares present (45,131,905) to assess participation rates.
- Note the significant number of broker non-votes (12,054,657) on the director election, which may indicate passive institutional holdings.
- Confirm the re-election of the specific Class I directors (Dutra, Greyson, Barnes) for the 2025 term.
- Verify the appointment of RSM US LLP as the auditor for the fiscal year ending December 31, 2022.