Franklin Covey Files 2024 DEF 14A

Ticker: FC · Form: DEF 14A · Filed: Dec 20, 2024 · CIK: 886206

Sentiment: neutral

Topics: proxy-statement, executive-compensation, corporate-governance

TL;DR

FC's 2024 proxy statement is out, detailing exec pay and stock awards.

AI Summary

Franklin Covey Co. filed its DEF 14A on December 20, 2024, for the fiscal year ending August 31, 2024. The filing details executive compensation and other corporate governance matters. Key figures include compensation for PEO and Non-PEO NEO members related to awards granted in prior fiscal years that were outstanding or vested during the applicable fiscal year.

Why It Matters

This filing provides crucial insights into how Franklin Covey compensates its top executives, which can influence investor decisions and employee morale.

Risk Assessment

Risk Level: low — This is a routine annual filing (DEF 14A) that primarily discloses executive compensation and corporate governance information, not typically indicative of immediate financial risk.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of a DEF 14A filing?

A DEF 14A filing, also known as a Proxy Statement, is used to solicit shareholder votes on important corporate matters, including the election of directors and executive compensation.

What fiscal year does this DEF 14A filing cover?

This DEF 14A filing covers the fiscal year ending August 31, 2024.

When was this DEF 14A filing submitted to the SEC?

This DEF 14A filing was submitted to the SEC on December 20, 2024.

What is the company's Standard Industrial Classification (SIC) code?

The company's SIC code is 8741, which falls under SERVICES-MANAGEMENT SERVICES.

What is the company's state of incorporation?

Franklin Covey Co. is incorporated in Utah (UT).

Filing Stats: 4,658 words · 19 min read · ~16 pages · Grade level 12.6 · Accepted 2024-12-20 17:24:51

Key Financial Figures

Filing Documents

From the Filing

fc-20240831xdef14a UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 FRANKLIN COVEY CO. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): x No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To Be Held January 24, 2025 Franklin Covey Co. You are cordially invited to attend the Annual Meeting of Shareholders of Franklin Covey Co. (the Company), which will be held on Friday, January 24, 2025 at 8:30 a.m., in the Fontainbleau Room at The Grand America Hotel, 555 South Main Street, Salt Lake City, Utah 84111 (the Annual Meeting), for the following purposes: (i) To elect nine directors to serve until the 2026 annual meeting of shareholders; (ii) To hold an advisory vote on executive compensation; (iii) To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accountants for fiscal 2025; (iv) To approve Amendment No. 1 to the Franklin Covey Co. 2022 Omnibus Incentive Plan; and (v) To transact such other business as may properly come before the Annual Meeting or at any adjournment or postponement thereof. Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be Held on January 24, 2025 . The proxy statement and annual report to shareholders are available at www.proxyvote.com . The Board of Directors has fixed the close of business on Friday, November 29, 2024 as the record date for the determination of shareholders entitled to receive notice of and to vote at the Annual Meeting and at any adjournment or postponement thereof. You are cordially invited to attend the Annual Meeting in person. To ensure that your vote is counted at the Annual Meeting, however, please vote as promptly as possible. By Order of the Board of Directors, Robert A. Whitman Chairman of the Board of Directors December 19, 20 24 IMPORTANT Whether or not you expect to attend the Annual Meeting in person, to assure that your shares will be represented, please promptly complete your proxy. Your proxy will not be used if you are present at the Annual Meeting and desire to vote your shares personally. Franklin Covey Co. 2200 West Parkway Boulevard Salt Lake City, Utah 84119-2331 ____________________ PROXY STATEMENT ____________________ Annual Meeting of Shareholders January 24, 2025 SOLICITATION OF PROXIES This proxy statement is being made available to the shareholders of Franklin Covey Co., a Utah corporation (us, our, we, Franklin Covey, or the Company), in connection with the solicitation by the board of directors (the Board or Board of Directors) of the Company of proxies from holders of outstanding shares of our common stock, $0.05 par value per share (the Common Stock), for use at our Annual Meeting of Shareholders to be held on Friday, January 24, 2025, at 8 :30 a.m., in the Fontainbleau Room at The Grand America Hotel, 555 South Main Street, Salt Lake City, Utah 84111 , and at any adjournment or postponement thereof (the Proxy Statement). This Proxy Statement, the Notice of Annual Meeting of Shareholders, and the accompanying form of proxy are first being mailed to shareholders of the Company on or about December 19, 2024. PURPOSE OF THE ANNUAL MEETING Shareholders of the Company will consider and vote on the following proposals: (i) to elect nine directors to serve until the next annual meeting; (ii) to hold an advisory vote on executive compensation; (iii) to ratify the appointment of Deloitte & Touche LLP (Deloitte) as our independent registered public accountants for the fiscal year ending August 31, 2025; (iv) to approve Amendment No. 1 to the Franklin Covey Co. 2022 Omnibus Incentive Plan (the Amendment); and (v) to transact such other business as may properly come before the Annual Meeting or at any adjournment or postponement thereof. COSTS OF SOLICITATION We will bear all costs and expenses relating to the solicitation of proxies, including the costs of preparation, assembly, printing, and mailing to shareholders this Proxy Statement and accompanying materials. In addition to the solicitation of proxies by use of the mails, our directors, officers, and employees, without receiving additional compensation, may solicit proxies personally or by telephone

View Full Filing

View this DEF 14A filing on SEC EDGAR

View on Read The Filing