Tilray Brands Files 8-K on Shareholder Votes

TL;DR

TLRY filed an 8-K for shareholder votes on Nov 21st. Details TBD.

AI Summary

Tilray Brands, Inc. filed an 8-K on November 21, 2024, to report on matters submitted to a vote of its security holders. The filing does not contain specific details about the votes or resolutions presented, but it serves as a formal notification of such events.

Why It Matters

This filing indicates that Tilray Brands held a shareholder meeting where important decisions were put to a vote, which could impact the company's future direction and governance.

Risk Assessment

Risk Level: low — The filing is a procedural notification of shareholder votes and does not disclose any immediate financial or operational risks.

Key Players & Entities

• Tilray Brands, Inc. (company) — Registrant
• November 21, 2024 (date) — Date of Report

FAQ

Key Financial Figures

• $0.0001 — registered Symbol(s) Common Stock , $0.0001 par TLRY value per share The Nasd

Filing Documents

• tlry20241121_8k.htm (8-K) — 35KB
• 0001437749-24-035954.txt ( ) — 165KB
• tlry-20241121.xsd (EX-101.SCH) — 3KB
• tlry-20241121_def.xml (EX-101.DEF) — 11KB
• tlry-20241121_lab.xml (EX-101.LAB) — 15KB
• tlry-20241121_pre.xml (EX-101.PRE) — 11KB
• tlry20241121_8k_htm.xml (XML) — 3KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On November 21, 2024, Tilray Brands, Inc. (the " Company ") held its 2024 annual meeting of stockholders (the " Annual Meeting " ), at which a quorum was present. At the Annual Meeting, stockholders considered and voted on the following proposals, each of which is described in more detail in the Company's proxy statement dated September 26, 2024 (the " Proxy Statement "): (1) the election of David Hopkinson and Thomas Looney as Class III directors to serve until each of their respective terms expire or until a successor is duly elected and qualified; (2) the ratification of the appointment of PricewaterhouseCoopers LLP (" PWC ") as the Company's independent registered accounting firm for the current fiscal year; (3) the approval to increase the number of shares of common stock the Company is authorized to issue from 1,208,000,000 to 1,426,000,000 (the " Authorized Shares Proposal "); and (4) the approval of the amendments (the " Governance Changes Proposal ") to the Company's Certificate of Incorporation, as amended, to declassify the Company's Board of Directors and eliminate provisions that allow stockholders to remove directors only for cause. The first and second proposals to re-elect Class III directors and ratify the appointment of PWC were formally approved by the vote of the Company's stockholders at the Annual Meeting, as detailed in the voting results outlined below. Solely with respect to the third proposal, the Company adjourned the Annual Meeting as to the Authorized Shares Proposal in order to permit the Delaware Court of Chancery to issue its decision on previously disclosed pending litigation regarding the Company's voting standard for this proposal. This pending litigation was previously disclosed in the Company Current Report on Form 8-K filed with the U.S. Securities and Exchange on November 6, 2024. This adjourned portion of the Annual Meeting will be held at 11:00 am EST on Dec

SIGNATURES

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 thereunto duly authorized. Tilray Brands, Inc. Date: November 21, 2024 By: /s/ Mitchell Gendel Name: Mitchell Gendel Title: Global General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR