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): June 23, 2023 (June 21, 2023)

 

 

Kirkland's, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Tennessee			000-49885	62-1287151
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
5310 Maryland Way
Brentwood, Tennessee				37027
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 615 872-4800

 

(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:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		KIRK		The 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. ☐

 

 

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

On Wednesday June 21, 2023, Kirkland’s, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). A summary of the matters voted upon by the shareholders at the Annual meeting is set forth below.

 

Proposal 1. The shareholders elected Chris L. Shimojima and Jill A. Soltau as directors to serve for a three-year term expiring at the 2026 annual meeting or until their successors are elected and qualified.

 

Nominee		For		Against		Abstain		Broker Non-Votes
Chris L. Shimojima		2,776,626		611,562		39,811		3,705,194
Jill A. Soltau		2,829,705		558,730		39,564		3,705,194

 

Proposal 2. The shareholders approved, on an advisory basis, compensation for our named executive officers based on the following votes:

 

		For		Against		Abstain		Broker Non-Votes
Total Shares Voted		3,110,916		305,242		11,841		3,705,194

 

Proposal 3. The shareholders recommended, on an advisory basis, the frequency of named executive officer compensation votes based on the following votes:

 

		One Year		Two Years		Three Years		Abstain
Total Shares Voted		2,997,041		13,842		398,587		18,529

 

Proposal 4. The shareholders ratified the appointment by the Company’s Board of Directors of Ernst & Young LLP as the Company’s independent registered accounting firm for the 2023 fiscal year based on the following votes:

 

		For		Against		Abstain		Broker Non-Votes
Total Shares Voted		7,057,139		60,199		15,855		—

 

 

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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.

			Kirkland’s Inc.
Date:	June 23, 2023	By:	/s/ Carter R. Todd
			Name: Carter R. Todd Title: Vice President, General Counsel and Corporate Secretary

 

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