WillScot Mobile Mini Holdings Corp. Files 8-K

TL;DR

WSM filed an 8-K on June 10th for events on June 7th - likely governance or shareholder votes.

AI Summary

WillScot Mobile Mini Holdings Corp. filed an 8-K on June 10, 2024, reporting events that occurred on June 7, 2024. The filing indicates changes to the company's articles of incorporation or bylaws, submission of matters to a vote of security holders, and financial statements and exhibits. The company is incorporated in Delaware and its fiscal year ends on December 31.

Why It Matters

This 8-K filing signals potential corporate governance changes or significant shareholder votes, which could impact the company's strategic direction and investor relations.

Risk Assessment

Risk Level: low — The filing is a routine 8-K reporting corporate events and does not appear to contain material adverse information.

Key Numbers

• 001-37552 — SEC File Number (Identifies the company's filing with the SEC.)
• 82-3430194 — IRS Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• WillScot Mobile Mini Holdings Corp. (company) — Registrant
• June 10, 2024 (date) — Filing Date
• June 7, 2024 (date) — Earliest Event Reported Date
• Delaware (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.0001 — ch registered Common stock, par value $0.0001 per share WSC The Nasdaq Capital Market

Filing Documents

• wsc-20240607.htm (8-K) — 58KB
• ex31-wsccertificateofamend.htm (EX-3.1) — 6KB
• ex32-wscxarcertificateofin.htm (EX-3.2) — 41KB
• wsc-20240607_g1.jpg (GRAPHIC) — 11KB
• 0001647088-24-000096.txt ( ) — 277KB
• wsc-20240607.xsd (EX-101.SCH) — 2KB
• wsc-20240607_lab.xml (EX-101.LAB) — 23KB
• wsc-20240607_pre.xml (EX-101.PRE) — 13KB
• wsc-20240607_htm.xml (XML) — 3KB

03

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On June 7, 2024, WillScot Mobile Mini Holdings Corp. (the "Company") filed a certificate of amendment with the Secretary of State of the State of Delaware amending the Company's amended and restated certificate of incorporation, as amended (the "Certificate of Incorporation"), to provide for the exculpation of officers of the Company. The exculpation amendment (the "Amendment") was described in detail in proposal 4 included in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 22, 2024 (the "Proxy Statement"). At the Company's annual meeting of stockholders held on June 7, 2024 (the "Annual Meeting"), the stockholders approved the Amendment. The certificate of amendment of the Certificate of Incorporation and the Certificate of Incorporation, as amended as of June 7, 2024, are filed herewith as Exhibits 3.1 and 3.2, respectively, and incorporated herein by reference.

07

Item 5.07 Submission of Matters to a Vote of Security Holders At the annual meeting of stockholders of the Company, held on June 7, 2024, stockholders voted on four proposals. The voting results for each proposal, including the votes for and against, and any abstentions or broker non-votes, are described below. Proposal 1: Election of Directors The stockholders voted for all eight of management's nominees for election as directors to serve for a term that shall expire at the 2025 annual meeting of stockholders or until their successors are elected and qualified. The results of the vote taken are as follows: Nominee For Against Abstain Broker Non-Vote Mark S. Bartlett 167,291,335 5,023,506 145,004 7,883,924 Erika T. Davis 171,604,183 711,287 144,375 7,883,924 Gerard E. Holthaus 168,347,773 3,966,528 145,544 7,883,924 Natalia Johnson 171,821,341 493,193 145,311 7,883,924 Erik Olsson 170,634,308 1,680,908 144,629 7,883,924 Rebecca L. Owen 170,244,848 2,068,762 146,235 7,883,924 Jeff Sagansky 169,980,709 2,335,007 144,129 7,883,924 Bradley L. Soultz 171,920,167 389,624 150,054 7,883,924 Michael W. Upchurch 170,512,530 1,801,612 145,703 7,883,924 Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm The stockholders ratified the selection, by the Audit Committee of the Board, of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. The results of the vote taken are as follows: For Against Abstain Broker Non-Vote 179,924,812 323,796 95,161 — Proposal 3: Approval, by Advisory Vote, of the Compensation of the Company's Named Executive Officers The stockholders approved, on an advisory and non-binding basis, the compensation of the named executive officers of the Company. The results of the vote taken are as follows: For Against Abstain Broker Non-Vote 166,836,620 5,467,394 155,831 7,883,924 Proposal 4: Amendment of the Company's Amend

Financial Statements and Exhibits

Financial Statements and Exhibits (d) Exhibits Exhibit No. Exhibit Description 3.1 C ertificate of A mendment of the Certificate of Incorporation , filed June 7, 2024 with the Secretary of S tate of the State of De laware 3.2 Amended and Restated Certificate of Incorporation of WillScot Mobile Mini Holdings Corp., a s a mended as of June 7, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. WillScot Mobile Mini Holdings Corp. Dated: June 10, 2024 By: /s/ Hezron Timothy Lopez Name: Hezron Timothy Lopez Title: Executive Vice President, Chief Legal & Compliance Officer & ESG

View Full Filing

View this 8-K filing on SEC EDGAR