UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
THE
(Exact name of registrant as specified in its charter)
|
| |||
(State or other jurisdiction | (Commission File Number) | (IRS Employer | ||
of incorporation) | Identification No.) |
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07Submission of Matters to a Vote of Security Holders
The results of the votes on the three matters considered at the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of The ONE Group Hospitality, Inc. (the “Company”) held on May 20, 2025 are as follows. Each of the proposals received the requisite vote for approval.
| 1. | Election of Directors: |
Each of the following nominees was elected as a Class III director to serve a three-year term expiring at the Company’s 2028 annual meeting of stockholders or until his successor has been elected and qualified. The vote for each director nominee is set forth below:
FOR | WITHHOLD | BROKER NON-VOTES | |||||||
Emanuel Hilario Percentage of shares voted | 24,012,369 99.9% | 19,340 0.1% | 3,239,269 | ||||||
Scott Ross Percentage of shares voted | 22,833,195 95.0% | 1,198,514 5.0% | 3,239,269 | ||||||
Jonathan Segal Percentage of shares voted | 23,402,613 97.4% | 629,096 2.6% | 3,239,269 | ||||||
| 2. | The appointment of Deloitte & Touche, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 28, 2025 was ratified by the stockholders based on the following results of voting: |
FOR | AGAINST | ABSTAIN | |||||
Votes | 27,265,331 | 5,255 | 392 | ||||
Percentage of shares voted | 100.0% | 0.0% | 0.0% | ||||
| 3. |
| 4. | The compensation of the Company’s named executive officers, as disclosed in the proxy statement for the Annual Meeting, was approved by the stockholders on an advisory basis based on the following results of voting: |
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||
Votes | 23,981,363 | 49,569 | 777 | 3,239,269 | |||||||
Percentage of shares voted | 99.8% | 0.2% | 0.0% | ||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 20, 2025 | THE ONE GROUP HOSPITALITY, INC. | |
By: | /s/ Tyler Loy | |
Name: | Tyler Loy | |
Title: | Chief Financial Officer | |
Document And Entity Information |
May 20, 2025 |
|---|---|
| Document Information [Line Items] | |
| Document Type | 8-K |
| Document Period End Date | May 20, 2025 |
| Entity Registrant Name | ONE GROUP HOSPITALITY, INC. |
| Entity Incorporation, State or Country Code | DE |
| Entity File Number | 001-37379 |
| Entity Tax Identification Number | 14-1961545 |
| Entity Address, Address Line One | 1624 Market Street |
| Entity Address, Address Line Two | Suite 311 |
| Entity Address, City or Town | Denver |
| Entity Address, State or Province | CO |
| Entity Address, Postal Zip Code | 80202 |
| City Area Code | 646 |
| Local Phone Number | 624-2400 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock |
| Trading Symbol | STKS |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
| Entity Central Index Key | 0001399520 |
| Amendment Flag | false |