Krispy Kreme Investors Approve Board, Compensation & Auditor at 2025 AGM

Rhea-AI Filing Summary

On 17 June 2025, Krispy Kreme, Inc. (NASDAQ: DNUT) filed a Form 8-K to disclose the results of its virtual 2025 Annual Meeting of Stockholders. Three routine governance items were presented and all received decisive shareholder support:

• Election of nine directors: Each nominee secured at least 96 % of votes cast, with David Deno receiving the highest support (113.4 m for; 0.5 m against).
• Advisory “Say-on-Pay” vote: Executive compensation was approved by 113.3 m votes in favour versus 0.6 m against (≈99.5 % approval).
• Auditor ratification: Grant Thornton LLP was re-appointed with 133.0 m votes for and only 0.5 m against (≈99.6 % approval).

No other business, financial results, or strategic transactions were reported. The meeting outcome signals continued shareholder confidence in the company’s board, management pay practices, and external audit oversight but is not expected to have a material impact on Krispy Kreme’s near-term financial performance.

Positive

• All nine directors elected with >96 % support, ensuring board continuity.
• Executive compensation plan passed with ≈99.5 % approval, signalling strong investor alignment with management.
• Grant Thornton LLP re-appointed as auditor with ≈99.6 % support, maintaining audit consistency.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine annual-meeting agenda passed easily; shows strong governance support but little direct financial impact.

Shareholders delivered overwhelming >96 % support for all nine board nominees, reinforcing board stability at a time when DNUT is focused on store expansion and brand partnerships. The 99 % approval of executive pay indicates limited investor dissent on compensation structure, lowering the likelihood of activist pressure in the near term. Auditor ratification at 99 % re-affirms confidence in Grant Thornton’s oversight. While these results are positive for continuity and may prevent governance-related distractions, they do not introduce new strategic catalysts or affect earnings projections. Overall impact on valuation or credit profile is negligible.

Portfolio Manager

TL;DR: Clean annual-meeting vote; nice to see but not a trading catalyst.

From a portfolio perspective, the decisive votes remove governance overhangs that sometimes accompany newly public companies. However, the filing lacks operating metrics, guidance, or capital-allocation updates. With no change to cash flows, leverage, or growth outlook, I view the event as informational rather than actionable. My investment stance on DNUT remains driven by upcoming Q2 earnings and same-store sales trends, not today’s governance confirmation.

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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

June 17, 2025

Date of Report (Date of earliest event reported)

_________________________

Krispy Kreme, Inc.

(Exact name of registrant as specified in its charter)

_________________________

Delaware			001-40573			37-1701311
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

2116 Hawkins Street, Suite 101, Charlotte, North Carolina 28203

(Address of principal executive offices)

(800) 457-4779

(Registrant’s telephone number, including area code)

N/A

(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-14(c) under the Exchange Act (17 CFR 240.13e-14(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, $0.01 par value per share

DNUT

NASDAQ Global Select Market

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 June 17, 2025, Krispy Kreme, Inc. (the “Company”) held its virtual annual meeting of stockholders (the “Annual Meeting”). The matters voted on at the Annual Meeting and the votes cast with respect to each matter are set forth below.

Proposal 1: Election of Directors

The Company’s stockholders elected nine directors to hold office for a one-year term and until his or her successor shall have been elected and qualified.

NOMINEE			FOR			AGAINST			ABSTENTIONS			BROKER NON-VOTES
Marissa Andrada			108,217,898			5,710,483			41,644			19,646,739
Patricia Capel			106,169,499			5,371,976			2,428,550			19,646,739
Joshua Charlesworth			109,257,892			2,285,880			2,426,253			19,646,739
David Deno			113,429,036			510,410			30,579			19,646,739
Patrick Grismer			113,546,278			342,973			80,774			19,646,739
Bernardo Hees			108,530,165			3,010,049			2,429,811			19,646,739
Gerhard Pleuhs			113,169,045			765,342			35,638			19,646,739
Easwaran Sundaram			113,532,120			400,249			37,656			19,646,739
Gordon von Bretten			106,758,786			4,736,048			2,475,191			19,646,739

Proposal 2: Advisory Resolution to Approve Executive Compensation

The Company’s stockholders approved an advisory resolution regarding the Company’s executive compensation.

FOR			AGAINST			ABSTENTIONS			BROKER NON-VOTES
113,335,224			592,830			41,971			19,646,739

Proposal 3: Ratification of the Appointment of Independent Registered Public Accounting Firm

The Company’s stockholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2025.

FOR			AGAINST			ABSTENTIONS			BROKER NON-VOTES
132,996,190			477,630			142,944			0

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.

KRISPY KREME, INC.

Dated: June 19, 2025

By:    /s/ Atiba Adams

Name:			Atiba Adams
Title:			Chief Legal Officer and Corporate Secretary

FAQ

How did DNUT shareholders vote on the 2025 director slate?

Each of the nine nominees received at least 96 % of votes cast FOR, securing re-election for another one-year term.

Was Krispy Kreme's 2025 executive compensation plan approved?

Yes. The advisory say-on-pay resolution passed with 113.3 m FOR versus 0.6 m AGAINST (≈99.5 % approval).

Which audit firm will serve Krispy Kreme in fiscal 2025?

Shareholders ratified Grant Thornton LLP with 133.0 m votes FOR and 0.5 m AGAINST.

Did the 8-K report any financial results or strategic transactions?

No. The filing was limited to shareholder voting outcomes; it contained no financial metrics or deal announcements.

Is the 2025 annual meeting outcome likely to affect DNUT's stock price?

Impact is expected to be neutral; the items were routine and do not alter the company’s financial outlook.