0000095029 false 0000095029 2021-05-12 2021-05-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares



Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)

May 12, 2021



(Exact Name of Registrant as Specified in its Charter)



(State or Other Jurisdiction of Incorporation)


(Commission File Number)


(IRS Employer Identification Number)


One Lacey Place, Southport, Connecticut 06890
(Address of Principal Executive Offices) (Zip Code)



(203) 259-7843

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 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 class Trading Symbol(s) Name of each exchange on which registered
Common Stock RGR NYSE


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 5.07 Submission of Matters to a Vote of Security Holders


At the Company’s Annual Meeting of Stockholders on May 12, 2021 (the “Annual Meeting”), the Company’s stockholders voted on the following three proposals and cast their votes as described below.


Proposal 1

The individuals listed below were elected at the Annual Meeting to serve a one-year term on the Company’s Board of Directors.

    Votes For     Votes Withheld  
John A. Cosentino, Jr.     10,642,096       272,678  
Michael O. Fifer     10,773,815       140,959  
Sandra S. Froman     10,596,776       317,998  
C. Michael Jacobi     7,191,875       3,722,899  
Christopher J. Killoy     10,808,612       106,162  
Terrence G. O’Connor     8,149,411       2,765,363  
Amir P. Rosenthal     8,106,310       2,808,464  
Ronald C. Whitaker     10,744,983       169,791  
Phillip C. Widman     10,758,009       156,765  
Non-Votes on each nominee: 3,241,650                


Proposal 2

Proposal 2 was a management proposal to ratify the appointment of RSM US LLP as the Company’s independent registered public accounting firm for 2021 as described in the proxy materials. This proposal was approved.

Votes For   Against   Abstain   Non-Votes  
14,023,313   92,505   40,606   0  


Proposal 3


Proposal 3 was a management proposal to hold an advisory vote on the compensation of the Company’s named executive officers.

Votes For   Against   Abstain   Non-Votes  
10,346,793   516,867   51,114   3,241,650  


The text included with this Current Report on Form 8-K is available on our website located at Ruger.com/corporate, although we reserve the right to discontinue that availability at any time.









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.



  By: /S/ Thomas A. Dineen
    Name: Thomas A. Dineen
    Title: Principal Financial Officer,
      Principal Accounting Officer,
      Senior Vice President, Treasurer and
      Chief Financial Officer



Dated: May 13, 2021