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Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of report (Date of earliest event reported): June 7, 2024



(Exact Name of Registrant as Specified in Charter)


Delaware     001-38163     35-2554312
(State or Other Jurisdiction of
File Number)
  (IRS Employer
Identification No.)


230 E. Riverside Dr.
Eagle, Idaho
(Address of Principal Executive
  (Zip Code)


Registrant’s telephone number, including area code: (208) 939-8900


Not applicable

(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 communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications 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 classTrading Symbol(s)Name of each exchange on which
Class A common stock, par value $0.001 per sharePETQThe Nasdaq Global Select Market


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


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


At the 2024 Annual Meeting of Stockholders (the “Annual Meeting”) held on June 7, 2024, the stockholders of PetIQ, Inc. (“the “Company”) voted on the following proposals, each of which is more fully described in the Company’s definitive proxy statement on Schedule 14A filed with the Securities Exchange commission on April 19, 2024. Of the 29,714,775 shares of the Company’s common stock outstanding as of the record date, 26,108,290 shares, or 87.86%, were present or represented by proxy at the Annual Meeting.


The following is a brief description of each matter voted upon and the certified results, including the number of votes case for and against each mater and, if applicable, the number of votes withheld, abstentions and broker non-votes with respect to each such matter.


Proposal 1. Stockholders elected each of the following nominees to serve as directors on the Company’s Board of Directors (the “Board) until the Company’s 2025 Annual Meeting of Stockholders or until their successor has been duly elected and qualified. The voting results for such nominees were as follows:


Director Name  Shares Voted For   Shares Voted
   Abstentions   Broker Non-
McCord Christensen   21,404,027    1,171,864    15,137    3,517,262 
Allan Hall   21,398,465    1,177,575    14,988    3,517,262 
Kimberly Lefko   21,455,883    1,120,808    14,337    3,517,262 
Sheryl O’Loughlin   21,278,845    1,297,874    14,309    3,517,262 
Kenneth Walker   21,456,598    1,119,495    14,935    3,517,262 


Proposal 2. Stockholders ratified the appointment of KPMG LLC as the Company’s independent registered accounting firm for its fiscal year ending December 31, 2024.


Shares Voted For  Shares Voted Against   Abstentions 
25,646,273   68,329    393,688 


Proposal 3. Stockholders approved a non-binding advisory vote on the compensation of the Company’s named executive officers.


Shares Voted For  Shares Voted Against   Abstentions   Broker Non-
18,087,295   4,150,344    353,389    3,517,262 


Proposal 4. Stockholders approved the PetIQ, Inc. 2024 Omnibus Incentive Plan.


Shares Voted For  Shares Voted Against   Abstentions   Broker Non-
21,059,556   1,087,581    443,891    3,517,262 






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.


  PetIQ INC.
Date: June 12, 2024 By: /s/ William Carter
  Name: William Carter
  Title: Executive Vice President and General Counsel