---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-058472"
form_type: "8-K"
ticker: "YETI"
cik: "0001670592"
company_name: "YETI Holdings, Inc."
filed_at: "2023-05-10T23:59:59+00:00"
generated_at: "2026-06-15T06:34:06.224173+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# YETI stockholders elect three Class II directors, approve say-on-pay, ratify PwC as auditor

## Summary
- Elected Mary Lou Kelley, Dustan E. McCoy, and Robert K. Shearer as Class II directors for 3-year terms ending 2026.
- Advisory vote on executive compensation passed with 75,017,520 votes for (96.6% of votes cast).
- Ratification of PwC as independent auditor for FY2023 approved with 79,201,679 votes for (97.7% of votes cast).
- Broker non-votes of 3,766,627 shares on Proposals 1 and 2; no broker non-votes on Proposal 3.

## SEC filing metadata
- accession: 0001104659-23-058472
- form_type: 8-K
- ticker: YETI
- cik: 0001670592
- company_name: YETI Holdings, Inc.
- filed_at: 2023-05-10T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1670592/000110465923058472/0001104659-23-058472-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1670592/000110465923058472/tm2315191d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-058472
- JSON: https://secwatch.observer/filing/0001104659-23-058472.json
- Plain text: https://secwatch.observer/filing/0001104659-23-058472.txt

## Key facts
- Shareholder Votes
  YETI Holdings, Inc. shareholders approved Ratification of the Appointment of PricewaterhouseCoopers LLP as YETI’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 30, 2023 at the 2023-05-04 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-04
  source text: Proposal 3 — Ratification of the Appointment of PricewaterhouseCoopers LLP as YETI’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 30, 2023 . YETI’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for the fiscal year ending December 30, 2023. For Against Abstained 79,201,679 1,841,766 40,046 There were no broker non-votes with respect to Proposal 3.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1670592/000110465923058472/0001104659-23-058472-index.htm
- Shareholder Votes
  YETI Holdings, Inc. shareholders approved Election of Three Class II Directors at the 2023-05-04 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-04
  source text: Proposal 1 — Election of Three Class II Directors . YETI’s stockholders elected the following three directors to serve as Class II directors for a term of three years ending at the 2026 Annual Meeting of Stockholders and until their respective successors are elected and qualified. For Withheld Broker Non-Votes Mary Lou Kelley 59,230,743 18,086,121 3,766,627 Dustan E. McCoy 74,646,800 2,670,064 3,766,627 Robert K. Shearer 54,950,776 22,366,088 3,766,627
  evidence_url: https://www.sec.gov/Archives/edgar/data/1670592/000110465923058472/0001104659-23-058472-index.htm
- Shareholder Votes
  YETI Holdings, Inc. shareholders approved Approval, on an advisory basis, of the compensation paid to YETI’s named executive officers at the 2023-05-04 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-04
  source text: Proposal 2 — Approval, on an advisory basis, of the compensation paid to YETI’s named executive officers . YETI’s stockholders approved, by a non-binding advisory vote, the compensation paid to YETI's named executive officers. For Against Abstained Broker Non-Votes 75,017,520 2,007,713 291,631 3,766,627
  evidence_url: https://www.sec.gov/Archives/edgar/data/1670592/000110465923058472/0001104659-23-058472-index.htm

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