AOUTV American Outdoor Brands Inc

Item 5.02.       Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 6, 2022, Luis G. Marconi was appointed to our Board of Directors. Mr. Marconi, age 55, served in a number of capacities at Hormel Foods for over 22 years from 2000 to 2022, most recently in the role of Group Vice President of the Grocery Products Division from September 2016 until June 2022, and prior to that as Vice President of Marketing, Grocery Products, from 2012 to 2016. Mr. Marconi began his career with The Quaker Oats Company in 1988, where he served for nearly ten years in several marketing positions for the company’s Andean Region. He served as board member of MegaMex Foods, LLC, the Hormel Joint Venture with Herdez Del Fuerte Mexico, from 2012 until 2021. He also served as board member of other Hormel related Joint Ventures, such as Carapelli LLC from 2007 until 2009, and Hormel Cinta Azul LLC from 2001 until 2005. Mr. Marconi also served on the boards for the non-for-profits Welcome Center, from 2019 to 2022, and the University of Wisconsin International Business Program, from 2007 to 2008. Our Board of Directors believes that Mr. Marconi’s extensive leadership experience, including over 34 years leading and growing consumer brands in the United States and Latin America, combined with his depth in strategy, mergers and acquisitions, joint ventures, and board governance, provide the requisite qualifications, skills, perspectives, and experience that make him well qualified to serve on our Board of Directors.

Mr. Marconi graduated from Pontifical Xaverian University in Colombia with a Bachelor of Science degree in Industrial Engineering and received his MBA from Icesi University. He is also a graduate of the University of Minnesota Carlson School of Management Executive Program.

There are no arrangements or understandings between Mr. Marconi and any other person pursuant to which Mr. Marconi was selected as a director. There are no transactions involving Mr. Marconi that would be required to be reported under Item 404(a) of Regulation S-K.

On June 7, 2022, we issued a press release announcing Mr. Marconi’s appointment to our Board of Directors.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 5.02.