The Joint Corp. Files 8-K on Director/Officer Changes & More
Ticker: JYNT · Form: 8-K · Filed: May 24, 2024 · CIK: 1612630
Sentiment: neutral
Topics: corporate-governance, officer-changes, director-changes, filings
Related Tickers: JYNT
TL;DR
JOINT filed an 8-K: director/officer changes, compensation updates, shareholder votes, and financials are in.
AI Summary
On May 22, 2024, The Joint Corp. filed an 8-K report detailing several key events. The filing includes information regarding the departure and election of directors, the appointment of certain officers, and updates to compensatory arrangements for these officers. Additionally, the report covers the submission of matters to a vote of security holders and the filing of financial statements and exhibits.
Why It Matters
This filing provides crucial updates on the company's leadership and governance, which can impact strategic direction and investor confidence.
Risk Assessment
Risk Level: medium — Changes in directors and officers, along with updates to compensation, can signal shifts in company strategy or internal dynamics that may affect future performance.
Key Numbers
- 001-36724 — Commission File Number (Identifies the company's SEC filing history.)
- 90-0544160 — IRS Employer Identification Number (Company's tax identification number.)
Key Players & Entities
- The Joint Corp. (company) — Registrant
- May 22, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- Scottsdale, AZ (location) — Principal executive offices location
FAQ
What specific changes were made regarding directors and officers?
The filing indicates the departure of directors, election of new directors, and appointment of certain officers, along with updates to their compensatory arrangements.
What is the date of the earliest event reported in this 8-K?
The date of the earliest event reported is May 22, 2024.
What are the principal executive offices of The Joint Corp.?
The principal executive offices are located at 16767 N. Perimeter Drive, Suite 110, Scottsdale, AZ 85260.
What other items are covered in this 8-K filing besides director and officer changes?
The filing also covers the submission of matters to a vote of security holders and the filing of financial statements and exhibits.
In which state is The Joint Corp. incorporated?
The Joint Corp. is incorporated in Delaware.
Filing Stats: 795 words · 3 min read · ~3 pages · Grade level 9.5 · Accepted 2024-05-23 18:00:15
Key Financial Figures
- $0.001 — nge on which registered Common Stock, $0.001 Par Value Per Share JYNT The NASDAQ C
Filing Documents
- f8k_052324.htm (8-K) — 35KB
- exh_101.htm (EX-10.1) — 94KB
- 0001171843-24-003088.txt ( ) — 321KB
- jynt-20240522.xsd (EX-101.SCH) — 3KB
- jynt-20240522_lab.xml (EX-101.LAB) — 33KB
- jynt-20240522_pre.xml (EX-101.PRE) — 22KB
- f8k_052324_htm.xml (XML) — 4KB
02
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As described below in Item 5.07 of this Current Report on Form 8-K, on May 22, 2024, our stockholders approved The Joint Corp. 2024 Incentive Stock Plan (the "Stock Plan"). The material terms and conditions of the Stock Plan were previously described under Proposal 4 of our Definitive Proxy Statement on Schedule 14A, as filed with the Securities and Exchange Commission on April 19, 2024 (the "Proxy Statement"), and are incorporated by reference into Item 5.02 of this Current Report on Form 8-K. The foregoing summary is qualified in its entirety by reference to the full text of the Stock Plan, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
07
Item 5.07 Submission of Matters to a Vote of Security Holders. Our 2024 annual meeting of stockholders was held on May 22, 2024. Set forth below is a brief description of each matter voted on at the meeting and the final voting results. Proposal 1. The election to our Board of Directors of seven nominees to serve for the terms expiring on the date of the next annual meeting of stockholders in 2025 or until his or her successors are elected and qualified. In accordance with the results below, each nominee was elected to serve as a director. Votes For Votes Against Abstentions Broker Non-Votes Matthew E. Rubel 10,503,780 118,278 13,295 1,862,468 Ronald V. DaVella 10,205,466 400,271 29,616 1,862,468 Suzanne M. Decker 10,602,882 17,177 15,294 1,862,468 Jefferson Gramm 10,622,461 8,612 4,280 1,862,468 Peter D. Holt 10,438,521 195,229 1,603 1,862,468 Abe Hong 10,472,798 160,833 1,722 1,862,468 Glenn J. Krevlin 9,248,161 1,385,576 1,616 1,862,468 Proposal 2. The approval, on an advisory basis, of the compensation of our named executive officers as disclosed pursuant to Item 402 of Regulation S-K in the Proxy Statement. In accordance with the results below, the compensation of our named executive officers was approved. Votes For Votes Against Abstentions Broker Non-Votes 10,377,686 246,446 11,221 1,862,468 Proposal 3. The ratification of the appointment of BDO USA, P.C. as our independent registered public accounting firm for the fiscal year ending December 31, 2024. In accordance with the results below, the appointment of BDO USA, P.C. was ratified. Votes For Votes Against Abstentions 12,424,642 71,411 1,768 Proposal 4. The approval of the Stock Plan. In accordance with the results below, the Stock Plan was approved. Votes For Votes Against Abstentions Broker Non-Votes 8,194,262 2,307,064 134,027 1,862,468
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 10.1* The Joint Corp. 2024 Incentive Stock Plan 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) ________________ * Management contract or compensatory plan or arrangement. Signature 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. Date: May 23, 2024 The Joint Corp. By /s/ Peter D. Holt Peter D. Holt President and Chief Executive Officer