American Outdoor Brands Announces Postponement of 2024 Annual Meeting

Rhea-AI Summary

American Outdoor Brands (NASDAQ: AOUT) has announced the postponement of its 2024 Annual Meeting of Stockholders. The delay is to allow the company to file a revised proxy statement that will include a binding proposal to eliminate supermajority voting requirements for amendments to its certificate of incorporation and bylaws. This decision comes after considering the vote at the 2023 Annual Meeting on a non-binding stockholder proposal to eliminate these requirements, as well as additional stockholder feedback.

The company emphasizes its commitment to strong corporate governance practices, citing its voluntary declassification of the Board of Directors in 2021 and a previous attempt to eliminate supermajority voting requirements in 2022. American Outdoor Brands plans to file the revised proxy statement in the coming weeks, and all previously submitted proxies and votes will be disregarded. Stockholders are advised to review the revised proxy statement once available and vote on the new proxy card.

Positive

• Company demonstrates responsiveness to stockholder feedback
• Proposal aims to improve corporate governance by eliminating supermajority voting requirements
• Previous voluntary declassification of Board of Directors in 2021 shows commitment to governance improvements

Negative

• Postponement of Annual Meeting may cause delays in important corporate decisions
• Previous attempt to eliminate supermajority voting requirements in 2022 failed to receive requisite stockholder approval

Revised Proxy Statement Will Include Proposal to Eliminate Supermajority Voting Requirements
Company Reinforces Commitment to Strong Corporate Governance Practices

COLUMBIA, Mo., Sept. 20, 2024 /PRNewswire/ -- American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT), an innovation company that provides product solutions for outdoor enthusiasts, today announced that it will postpone its 2024 Annual Meeting of Stockholders. The meeting is being delayed so that the Company can file a revised proxy statement to include a binding proposal to approve amendments to its certificate of incorporation to eliminate supermajority voting requirements for amendments to its certificate of incorporation and bylaws.

The Company issued the following statement:

"The Company values constructive feedback from stockholders and welcomes their input. It is also committed to strong corporate governance practices as indicated by its voluntary declassification of the Board of Directors in 2021 and the submission to stockholders of a binding proposal to eliminate the supermajority voting requirements in its certificate of incorporation in 2022, which proposal did not receive the requisite stockholder vote for approval. After careful consideration of the vote at the 2023 Annual Meeting on the non-binding stockholder proposal to eliminate the supermajority voting requirements from our certificate of incorporation, the disclosure contained in the proxy statement for that meeting, and additional stockholder feedback, the Company has decided to file a revised proxy statement for its 2024 Annual Meeting to include a binding proposal to eliminate this supermajority voting requirement so that stockholders can once again decide whether they would like to eliminate these requirements."

The Company intends to file a revised proxy statement in the coming weeks. All proxies previously submitted by stockholders and any votes previously cast for the proposals at the 2024 Annual Meeting of Stockholders will be disregarded. Stockholders are encouraged to review the revised proxy statement and vote on the revised proxy card once they become available. No stockholder action is requested at this time.

About American Outdoor Brands, Inc.
American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT) is an innovation company that provides product solutions for outdoor enthusiasts, including hunting, fishing, camping, shooting, outdoor cooking, and personal security and personal defense products. The Company produces innovative, high quality products under brands including BOG®; BUBBA®; Caldwell®; Crimson Trace®; Frankford Arsenal®; Grilla Grills®; Hooyman®; Imperial®; LaserLyte®; Lockdown®; MEAT!^™; Old Timer®; Schrade®; Tipton®; Uncle Henry®; ust®; and Wheeler®. For more information about all the brands and products from American Outdoor Brands, Inc., visit aob.com.

Contact:
Liz Sharp, VP, Investor Relations
lsharp@aob.com
(573) 303-4620

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SOURCE American Outdoor Brands, Inc.

FAQ

Why is American Outdoor Brands (AOUT) postponing its 2024 Annual Meeting?

American Outdoor Brands is postponing its 2024 Annual Meeting to file a revised proxy statement that includes a binding proposal to eliminate supermajority voting requirements for amendments to its certificate of incorporation and bylaws.

What changes is American Outdoor Brands (AOUT) proposing in its revised proxy statement?

The company is proposing to eliminate supermajority voting requirements for amendments to its certificate of incorporation and bylaws through a binding proposal in the revised proxy statement.

How does the postponement affect previously submitted proxies for AOUT's 2024 Annual Meeting?

All proxies previously submitted by stockholders and any votes previously cast for the proposals at the 2024 Annual Meeting will be disregarded. Stockholders will need to review the revised proxy statement and vote on the new proxy card once available.

What corporate governance changes has American Outdoor Brands (AOUT) implemented in recent years?

American Outdoor Brands voluntarily declassified its Board of Directors in 2021 and attempted to eliminate supermajority voting requirements through a binding proposal in 2022, which did not receive the requisite stockholder vote for approval.