---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-26-059441"
form_type: "8-K"
ticker: "YETI"
cik: "0001670592"
company_name: "YETI Holdings, Inc."
filed_at: "2026-05-12T20:30:33+00:00"
generated_at: "2026-05-12T20:37:59.183431+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# YETI shareholders elect four Class II directors, approve say-on-pay and auditor ratification

## Summary
- Four Class II directors elected with majority votes; top vote-getter Shearer received 64.8M for.
- Advisory say-on-pay approved: 65.4M for, 2.1M against, 130K abstain.
- Shareholders voted to hold say-on-pay every year (65.2M for 1-year frequency); board adopts annual frequency.
- Ratification of PwC as auditor for FY ending Jan 2, 2027 approved: 70.1M for, 1.1M against, 81K abstain.

## SEC filing metadata
- accession: 0001104659-26-059441
- form_type: 8-K
- ticker: YETI
- cik: 0001670592
- company_name: YETI Holdings, Inc.
- filed_at: 2026-05-12T20:30:33+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1670592/000110465926059441/0001104659-26-059441-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1670592/000110465926059441/tm2614241d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-26-059441
- JSON: https://secwatch.observer/filing/0001104659-26-059441.json
- Plain text: https://secwatch.observer/filing/0001104659-26-059441.txt

## Key facts
- Shareholder Votes
  YETI Holdings, Inc. shareholders approved Approval, on an advisory basis, of the compensation paid to YETI’s named executive officers at the 2026-05-07 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2026-05-07
  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 65,401,738 2,123,334 130,866 3,650,396
  evidence_url: https://www.sec.gov/Archives/edgar/data/1670592/000110465926059441/0001104659-26-059441-index.htm
- 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 January 2, 2027 at the 2026-05-07 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2026-05-07
  source text: Proposal 4 — Ratification of the Appointment of PricewaterhouseCoopers LLP as YETI’s Independent Registered Public Accounting Firm for the Fiscal Year Ending January 2, 2027 . YETI’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for the fiscal year ending January 2, 2027. For Against Abstained 70,108,147 1,116,793 81,394 There were no broker non-votes with respect to Proposal 4.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1670592/000110465926059441/0001104659-26-059441-index.htm
- Shareholder Votes
  YETI Holdings, Inc. shareholders approved Approval, on an advisory basis, of the frequency of future say-on-pay votes at the 2026-05-07 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2026-05-07
  source text: Proposal 3 — Approval, on an advisory basis, of the frequency of future say-on-pay votes . YETI’s stockholders approved, by a non-binding advisory vote, holding future advisory votes on named executive officer compensation every year. Based on such results, YETI’s Board of Directors has determined that YETI will hold its advisory vote on the compensation of its named executive officers every year until the next required vote on the frequency of the advisory vote on named executive officer compensation. 1 Year 2 Years 3 Years Abstained 65,246,355 155,426 2,174,458 79,699
  evidence_url: https://www.sec.gov/Archives/edgar/data/1670592/000110465926059441/0001104659-26-059441-index.htm
- Shareholder Votes
  YETI Holdings, Inc. shareholders approved Election of Four Class II Directors at the 2026-05-07 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2026-05-07
  source text: Proposal 1 — Election of Four Class II Directors . YETI’s stockholders elected the following four directors to serve as Class II directors for a term of three years ending at the 2029 Annual Meeting of Stockholders and until their respective successors are elected and qualified. For Withheld Broker Non-Votes Arne Arens 51,074,019 16,581,919 3,650,396 Mary Lou Kelley 45,130,243 22,525,695 3,650,396 Dustan E. McCoy 63,423,504 4,232,434 3,650,396 Robert K. Shearer 64,820,448 2,835,490 3,650,396
  evidence_url: https://www.sec.gov/Archives/edgar/data/1670592/000110465926059441/0001104659-26-059441-index.htm

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