---
schema_version: "secwatch.filing_event.v1"
accession: "0000886206-24-000007"
form_type: "8-K"
ticker: "FC"
cik: "0000886206"
company_name: "FRANKLIN COVEY CO"
filed_at: "2024-01-22T23:59:59+00:00"
generated_at: "2026-06-06T20:53:51.493611+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# Franklin Covey annual meeting elects all nine director nominees; say-on-pay passes

## Summary
- All nine director nominees elected; votes for ranged from 7.8M (Anne Chow) to 8.77M (Paul Walker).
- Advisory say-on-pay approved: 8,295,416 for, 518,825 against; 2,400,853 broker non-votes.
- Advisory frequency vote: 8,282,921 for annual vote; company will continue annual advisory votes.
- Ratification of Deloitte as auditor for FY2024: 10,998,347 for, 220,402 against; no broker non-votes.

## SEC filing metadata
- accession: 0000886206-24-000007
- form_type: 8-K
- ticker: FC
- cik: 0000886206
- company_name: FRANKLIN COVEY CO
- filed_at: 2024-01-22T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/886206/000088620624000007/0000886206-24-000007-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/886206/000088620624000007/fc-20240119x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000886206-24-000007
- JSON: https://secwatch.observer/filing/0000886206-24-000007.json
- Plain text: https://secwatch.observer/filing/0000886206-24-000007.txt

## Key facts
- Shareholder Votes
  FRANKLIN COVEY CO shareholders approved Ratification of the appointment of Deloitte & Touche, LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending August 31, 2024 at the 2024-01-19 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-01-19
  source text: The ratification of the appointment of Deloitte & Touche, LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending August 31, 2024 was approved with 10,998,347 votes cast in favor; 220,402 votes against; and 19,431 abstentions. There were no broker non-votes for this proposal.
  evidence_url: https://www.sec.gov/Archives/edgar/data/886206/000088620624000007/0000886206-24-000007-index.htm
- Shareholder Votes
  FRANKLIN COVEY CO shareholders approved Advisory vote for the approval of executive compensation at the 2024-01-19 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-01-19
  source text: The advisory vote for the approval of executive compensation as described and presented in the Compensation Discussion and Analysis of the Company’s Proxy Statement was approved with 8,295,416 votes in favor; 518,825 votes against; and 23,086 abstentions. The number of broker non-votes was 2,400,853.
  evidence_url: https://www.sec.gov/Archives/edgar/data/886206/000088620624000007/0000886206-24-000007-index.htm
- Shareholder Votes
  FRANKLIN COVEY CO shareholders approved Election of Directors at the 2024-01-19 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-01-19
  source text: The following nominees for Director were elected. Each person elected will serve until the next annual meeting of shareholders or until such person’s successor is elected and qualified.
  evidence_url: https://www.sec.gov/Archives/edgar/data/886206/000088620624000007/0000886206-24-000007-index.htm
- Shareholder Votes
  FRANKLIN COVEY CO shareholders approved Advisory vote on the frequency of advisory votes on executive compensation at the 2024-01-19 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2024-01-19
  source text: The advisory vote on the frequency of advisory votes on executive compensation resulted in 8,282,921 votes for every year; 1,131 votes for every two years; 531,149 votes for every three years; and 22,126 abstentions. The number of broker non-votes was 2,400,853. Accordingly, advisory votes on executive compensation will continue to be held each year.
  evidence_url: https://www.sec.gov/Archives/edgar/data/886206/000088620624000007/0000886206-24-000007-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.