UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
April 22, 2022 (
(Exact name of registrant as specified in its charter)
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(Commission File Number) |
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Securities registered pursuant to Section 12(b) of the Act:
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of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.07. | Submission of Matters to a Vote of Security Holders. |
On April 19, 2022, DraftKings Inc. (the “Company”) held its 2022 Annual Meeting of Shareholders (the “Annual Meeting”).
The following matters were voted upon at the Annual Meeting:
| 1. | To elect up to twelve directors to the Company’s board of directors; | |
| 2. | To ratify the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022; and | |
| 3. | To conduct a non-binding advisory vote on executive compensation. |
The following are the final voting results for each of the matters voted upon at the Annual Meeting:
| Election of directors:(1) | For | Withheld |
Broker Non-Votes |
|||||||||
| Jason D. Robins | 4,074,043,024 | 33,261,230 | 108,898,622 | |||||||||
| Harry Evans Sloan | 4,038,521,678 | 68,782,576 | 108,898,622 | |||||||||
| Matthew Kalish | 4,070,012,899 | 37,291,355 | 108,898,622 | |||||||||
| Paul Liberman | 4,070,013,510 | 37,290,744 | 108,898,622 | |||||||||
| Woodrow H. Levin | 4,055,302,383 | 52,001,871 | 108,898,622 | |||||||||
| Shalom Meckenzie | 4,040,584,586 | 66,719,668 | 108,898,622 | |||||||||
| Jocelyn Moore | 4,055,290,364 | 52,013,890 | 108,898,622 | |||||||||
| Ryan R. Moore | 4,074,848,385 | 32,455,869 | 108,898,622 | |||||||||
| Valerie Mosley | 4,055,709,041 | 51,595,213 | 108,898,622 | |||||||||
| Steven J. Murray | 4,055,287,422 | 52,016,832 | 108,898,622 | |||||||||
| Marni M. Walden | 4,055,522,925 | 51,781,329 | 108,898,622 | |||||||||
| Ratification of the appointment of BDO USA, LLP: | ||||||||||||
| For | 4,213,216,595 | |||||||||||
| Against | 2,355,234 | |||||||||||
| Abstain | 631,047 | |||||||||||
|
Non-binding advisory vote on executive compensation: |
||||||||||||
| For | 4,075,793,137 | |||||||||||
| Against | 30,942,575 | |||||||||||
| Abstain | 568,542 | |||||||||||
| Broker Non-Votes | 108,898,622 | |||||||||||
(1) As described further in the Company’s definitive proxy statement, filed with the Securities and Exchange Commission on February 28, 2022, because the Company’s acquisition of Golden Nugget Online Gaming, Inc. was not completed prior to the Annual Meeting, the size of the Company’s board of directors was set at eleven and any votes cast for Mr. Tilman J. Fertitta were not counted.
| Item 9.01 | Financial Statements and Exhibits. |
| d) | Exhibits |
| Exhibit No. | Description |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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.
| DraftKings Inc. | ||
| Dated: April 22, 2022 | By: | /s/ R. Stanton Dodge |
| Name: R. Stanton Dodge | ||
| Title: Chief Legal Officer and Secretary | ||