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UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 25, 2022

 

 

Advantage Solutions Inc.

 

(Exact name of registrant as specified in its charter)

 

 

Delaware 001-38990 83-4629508
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
15310 Barranca Parkway, Suite 100    
Irvine, CA   92618
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (949) 797-2900

 

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))

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Class A common stock, $0.0001 par value per share   ADV   The NASDAQ Stock Market LLC
         
Warrants to purchase Class A common stock   ADVWW   The NASDAQ Stock Market LLC

 

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.

 

 
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Item 5.07Submission of Matters to a Vote of Security Holders.

 

On May 25, 2022, Advantage Solutions Inc. (the “Company”) held its 2022 annual stockholders meeting, and the following proposals were voted on by the Company’s stockholders, as set forth below:

 

Proposal 1: Election of Directors.

 

  For Withheld Broker Non-Vote
James M. Kilts 282,338,883.97 27,732,106.11 1,300,315.00
Robin Manherz 309,891,929.97 179,060.11 1,300,315.00
Adam Nebesar 309,975,728.97 95,261.11 1,300,315.00
Deborah Poole 310,031,132.97 39,857.11 1,300,315.00

 

This proposal received the required affirmative vote of holders of a plurality of the votes cast and all of the foregoing candidates were elected as the Company’s directors.

 

Proposal 2: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.

 

For Against Abstain
311,356,155.97 5,836.11 9,313.00

 

This proposal received the affirmative vote of the holders of a majority of the shares having voting power present in person or represented by proxy at the 2022 annual stockholders meeting and was approved as set forth above.

 

Proposal 3: Approval, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers.

 

For Against Abstain Broker Non-Vote
309,438,475.96 626,657.11 5,857.01 1,300,315.00

  

This proposal received the affirmative vote of the holders of a majority of the shares having voting power present in person or represented by proxy at the 2022 annual stockholders meeting and was approved as set forth above.

 

 

 

 

 

 

 

 

 

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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 26, 2022

 

 

  ADVANTAGE SOLUTIONS INC.  
       
  By: /s/ Brian Stevens  
  Name: Brian Stevens  
  Title: Chief Financial Officer and  
    Chief Operating Officer  

 

 

 

 

 

 

 

 

 

 

 

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