0001870600☐00018706002024-05-242024-05-24

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 24, 2024

Solo Brands, Inc.
(Exact Name of Registrant as Specified in its Charter)
Commission File Number 001-40979
Delaware87-1360865
State or Other Jurisdiction of
Incorporation or Organization		I.R.S. Employer Identification No.
1001 Mustang Dr.
Grapevine,TX76051
Address of Principal Executive OfficesZip Code
(817) 900-2664
Registrant’s Telephone Number, Including Area Code

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:

☐    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 registered
Class A Common Stock, $0.001 par value per shareDTC
New York Stock Exchange

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

On May 24, 2024, Solo Brands, Inc. (the “Company”) held its annual meeting of stockholders. Holders of the Company’s Class A common stock and Class B common stock were entitled to one vote per share held as of the close of business on March 27, 2024 (the “Record Date”). A total of 71,683,391 shares of the Company’s Class A and Class B common stock, voting as a single class, were present in person or represented by proxy at the meeting, representing a quorum. The following are the voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on May 9, 2024.

Proposal 1 – Election of three Class III directors to serve until the Company’s annual meeting of stockholders to be held in 2027 and until their respective successors have been duly elected and qualified.

Votes FORVotes WITHHELDBroker Non-Votes
Matthew Guy-Hamilton54,314,01911,596,4955,772,877
Christopher Metz62,751,6733,158,8415,772,877
David Powers55,144,00510,766,5095,772,877

Proposal 2 – Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.

Votes FORVotes AGAINSTVotes ABSTAINEDBroker Non-Votes
70,026,600572,4941,084,297—

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Number
104Cover Page Interactive Data File embedded within the Inline XBRL document



SIGNATURE

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 thereunto duly authorized.
Solo Brands, Inc.
(Registrant)
Date:May 28, 2024By:/s/ Kent Christensen
Kent Christensen
General Counsel


v3.24.1.1.u2
Document and Entity Information Document
May 24, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date May 24, 2024
Entity Registrant Name Solo Brands, Inc.
Entity File Number 001-40979
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 87-1360865
Entity Address, Address Line One 1001 Mustang Dr.
Entity Address, City or Town Grapevine,
Entity Address, State or Province TX
Entity Address, Postal Zip Code 76051
City Area Code 817
Local Phone Number 900-2664
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A Common Stock, $0.001 par value per share
Trading Symbol DTC
Security Exchange Name NYSE
Entity Emerging Growth Company true
Entity Ex Transition Period false
Entity Central Index Key 0001870600
Amendment Flag false
Document Information [Line Items]  
Document Period End Date May 24, 2024
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