8-K
filed February 27, 2023, 6:59 PM ET
ticker ONEW
CIK 0001772921
other
confidence high
sentiment neutral
materiality 0.25
OneWater Marine shareholders approve officer exculpation and director award cap increase at 2023 meeting
OneWater Marine Inc.
- Elected eight directors to serve until 2024 annual meeting; all nominees received majority support.
- Approved certificate amendment to add officer exculpation under Delaware law (10.2M for, 1.1M against).
- Approved amendment to 2020 Omnibus Incentive Plan raising non-employee director annual award limit to $750,000 (8.0M for, 3.3M against).
- Ratified Grant Thornton LLP as independent auditor for fiscal 2023 (13.1M for, 9,636 against).
- Advisory say-on-pay resolution approved (9.9M for, 1.4M against).
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
OneWater Marine Inc.: Amendment to Second Amended and Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation (effective 2023-02-24).
- Change
- charter amendment
- Effective
- 2023-02-24
Exact text from the filing
At the Annual Meeting, upon the recommendation of the Board, the Company’s stockholders approved an amendment to the Company’s Second Amended and Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation (the “Certificate Amendment”). The Certificate Amendment became effective upon the filing of the Third Amended and Restated Certificate of Incorporation of the Company (the “Third A&R Certificate”) with the Secretary of State of Delaware on February 24 , 2023.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OneWater Marine Inc. shareholders approved Advisory vote on executive compensation at the 2023-02-23 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
4. The advisory (non-binding) vote on a resolution to approve the compensation of the Company’s named executive officers, was approved by the stockholders, with votes as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 9,895,636 1,364,436 102,504 1,784,569
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OneWater Marine Inc. shareholders approved Election of Directors at the 2023-02-23 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
1. Each of the following persons was duly elected by the Company’s stockholders until the 2024 annual meeting of stockholders and until their successors are duly elected and qualified, subject to their earlier resignation, removal or death, with votes as follows: NOMINEE FOR AGAINST ABSTAIN BROKER NON-VOTES Anthony Aisquith 10,950,498 411,054 1,024 1,784,569 Christopher W. Bodine 9,436,781 1,924,374 1,421 1,784,569 Bari A. Harlam 10,784,130 577,243 1,203 1,784,569 Jeffrey B. Lamkin 11,340,200 21,252 1,124 1,784,569 J. Steven Roy 11,340,502 20,950 1,124 1,784,569 John F. Schraudenbach 10,648,241 713,111 1,224 1,784,569 P. Austin Singleton 11,348,430 12,822 1,324 1,784,569 John G. Troiano 10,647,864 713,388 1,324 1,784,569
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OneWater Marine Inc. shareholders approved Ratification of Grant Thornton LLP as independent auditor for fiscal year ending September 30, 2023 at the 2023-02-23 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
6. The appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023, was ratified by the stockholders, with votes as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 13,136,363 9,636 1,146 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OneWater Marine Inc. shareholders approved Amendment to certificate of incorporation regarding officer exculpation at the 2023-02-23 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
2. The amendment to the Company’s second amended and restated certificate of incorporation to reflect new Delaware law provisions regarding officer exculpation, was approved by the stockholders, with votes as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 10,236,964 1,118,060 7,552 1,784,569
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OneWater Marine Inc. shareholders approved Amendment to OneWater Marine Inc. 2020 Omnibus Incentive Plan at the 2023-02-23 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-02-23
Exact text from the filing
3. The amendment to the OneWater Marine Inc. 2020 Omnibus Incentive Plan, was approved by the stockholders, with votes as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 7,967,169 3,292,983 102,424 1,784,569
View on SEC.gov
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