8-K

ZUMIEZ INC.

Dated: June 2, 2021

/s/ Chris Visser

Chris K. Visser

Chief Legal Officer & Secretary

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 1, 2021

Zumiez Inc.

(Exact name of registrant as specified in its charter)

Washington

000-51300

91-1040022

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

4001 204^th Street SW, Lynnwood, WA 98036

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (425) 551-1500

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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

ZUMZ

Nasdaq Global Select

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. ☐

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) Departure of Director

Effective as of June 3, 2021, Ms. Sarah (Sally) G. McCoy has resigned from the Board of Directors of Zumiez Inc. (the “Company”). Her decision to resign is not the result of any disagreement with the Company or its management, but was for personal reasons.

Item 5.07.

Submission of Matters to a Vote of Security Holders.

The Company held its Annual Meeting of Shareholders on June 2, 2021. The shareholders of the Company voted on two proposals. The proposals are described in detail in the Company’s definitive proxy statement dated April 23, 2021 (the “Proxy Statement”). The final results for the votes regarding each proposal are set forth below.

Proposal Number One: Shareholders elected Richard M. Brooks, Steve P. Louden and James P. Murphy as directors to each serve a three-year term until the 2024 Annual Meeting of Shareholders. The results of the vote were as follows:


Nominee	For	Against	Abstain	Broker Non-Votes
Richard M. Brooks	23,061,364	25,570	26,775	585,746
Steven P. Louden	22,564,515	518,290	30,904	585,746
James P. Murphy	23,051,795	30,775	31,139	585,746

Proposal Number Two: Shareholders ratified the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 29, 2022. The results of the vote were as follows:


For	Against	Abstain
23,435,960	242,490	21,005

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.

Zumiez Inc. filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders