[8-K] Canterbury Park Holding Corp Reports Material Event

Q: Did Canterbury Park (CPHC) shareholders approve the Stock Plan share increase?

Yes. Shareholders approved amending the Company’s Stock Plan to increase the number of shares authorized for issuance under the plan by 200,000, with 2,640,501 votes for, 278,550 against, 6,924 abstentions, and 1,771,556 broker non-votes.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Canterbury Park Holding Corporation reported the results of its 2026 Annual Meeting of Shareholders. Of 5,150,334 common shares outstanding as of the record date, 4,697,531 shares were represented in person or by proxy, a participation rate of about 91.2%.

Shareholders elected seven directors to serve until the next annual meeting, ratified Wipfli LLP as independent registered public accounting firm for the year ending December 31, 2026, and approved an amendment to the Company’s Stock Plan to increase the number of shares authorized for issuance under the plan by 200,000.

8-K Event Classification

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

1 item

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

Results of a shareholder vote on proposals at an annual or special meeting.

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06/08/2026 - 12:06 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): June 4, 2026

Canterbury Park Holding Corporation

(Exact name of registrant as specified in its charter)

Minnesota

(State or Other Jurisdiction of Incorporation)

001-37858		47-5349765
(Commission File Number)		(IRS Employer Identification No.)

1100 Canterbury Road, Shakopee, Minnesota		55379
(Address of Principal Executive Offices)		(Zip Code)

(952) 445-7223

(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 (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	Name of each exchange on which registered
Common Stock, par value, $.01 per share	CPHC	Nasdaq

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.

On June 4, 2026, Canterbury Park Holding Corporation (the “Company”) held its 2025 Annual Meeting of Shareholders at 1100 Canterbury Road, Shakopee, Minnesota 55379. At the close of business on April 9, 2026, the record date for the Annual Meeting, a total of 5,150,334 shares of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company were outstanding. At the Annual Meeting, 4,697,531 shares, or approximately 91.2% of the outstanding shares of Common Stock, were represented by proxy or in person. Shares were voted at the Annual Meeting on the matters submitted to a vote of the shareholders as follows:

Proposal 1 — To elect seven directors of the Company to hold office until the next Annual Meeting of Shareholders or until their respective successors have been elected and qualified.

	FOR	WITHHELD	BROKER NON-VOTE
Peter Ahn	2,846,801	79,174	1,771,556
Maureen H. Bausch	2,455,016	470,959	1,771,556
Mark Chronister	2,849,948	76,027	1,771,556
John S. Himle	2,404,614	521,361	1,771,556
Carin J. Offerman	2,906,651	19,324	1,771,556
Randall D. Sampson	2,908,317	17,658	1,771,556
Damon E. Schramm	2,402,014	523,961	1,771,556

Proposal 2 — To ratify and approve the appointment of Wipfli LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

FOR		AGAINST		ABSTAIN
4,668,915		4,222		24,394

Proposal 3 — To approve an amendment to the Company’s Stock Plan to increase the number of shares authorized to be issued under the Stock Plan by 200,000.

FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
2,640,501		278,550		6,924		1,771,556

As a result, the Company’s shareholders (i) elected each nominee as a director of the Company, (ii) ratified the appointment of Wipfli LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, and (iii) approved an amendment to the Company’s Stock Plan to increase the number of shares authorized to be issued under the Stock Plan by 200,000, as described in the Company’s proxy statement for the 2026 Annual Meeting of Shareholders.

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.

	CANTERBURY PARK HOLDING CORPORATION

Dated: June 8, 2026	By:	/s/ Randall D. Sampson
		Randall D. Sampson
		President and Chief Executive Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did Canterbury Park (CPHC) shareholders vote on at the 2026 Annual Meeting?

Shareholders voted on electing seven directors, ratifying Wipfli LLP as auditor for 2026, and approving an amendment to the Stock Plan to authorize 200,000 additional shares for issuance under the plan.

How many Canterbury Park (CPHC) shares were represented at the 2026 Annual Meeting?

A total of 4,697,531 shares were represented in person or by proxy at the meeting, out of 5,150,334 common shares outstanding on the April 9, 2026 record date, reflecting shareholder participation of about 91.2%.

Which auditor did Canterbury Park (CPHC) shareholders ratify for fiscal year 2026?

Shareholders ratified Wipfli LLP as Canterbury Park’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 4,668,915 votes for, 4,222 against, and 24,394 abstentions in the auditor ratification proposal.

Were all Canterbury Park (CPHC) director nominees elected at the 2026 meeting?

All seven director nominees, including Peter Ahn, Maureen H. Bausch, Mark Chronister, John S. Himle, Carin J. Offerman, Randall D. Sampson, and Damon E. Schramm, were elected to serve until the next Annual Meeting or until successors are elected and qualified.

How many shares of Canterbury Park (CPHC) common stock were outstanding on the record date?

On the April 9, 2026 record date for the Annual Meeting, Canterbury Park had 5,150,334 shares of common stock outstanding, which determined which shareholders were entitled to vote at the 2026 Annual Meeting of Shareholders.

Filing Exhibits & Attachments

4 documents