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 16, 2016
DAVE & BUSTER’S ENTERTAINMENT,
INC.
(Exact name of registrant as specified in its charter)
| Delaware (State of incorporation) |
001-35664 (Commission File Number) |
35-2382255 (IRS Employer Identification Number) |
2481 Manana Drive
Dallas TX 75220
(Address of principal executive offices)
Registrant’s telephone number, including area code: (214) 357-9588
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act |
| ¨ | Soliciting material pursuant to Rule 14a-12 of the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) Exchange Act |
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The Annual Meeting of Stockholders of Dave and Buster’s Entertainment, Inc. (the “Company”) was held on June 16, 2016. At the Annual Meeting of Stockholders, the following matters were submitted to the vote of the stockholders, with the results of voting on each such matter as set forth below.
Proposal 1
Each of the Company’s nominees was elected to hold office as a director until the next Annual Meeting of Stockholders or until his or her successor is elected and qualified, as follows:
| Name | Number of Shares Voted | ||
| For | Withheld | Broker Non-Vote | |
| Michael J. Griffith | 36,899,799 | 271,251 | 1,854,812 |
| Jonathan S. Halkyard | 36,898,033 | 273,017 | 1,854,812 |
| David A. Jones | 36,627,239 | 543,811 | 1,854,812 |
| Stephen M. King | 36,899,645 | 271,405 | 1,854,812 |
| Alan J. Lacy | 25,677,216 | 11,493,834 | 1,854,812 |
| Kevin M. Mailender | 24,472,667 | 12,698,383 | 1,854,812 |
| Patricia H. Mueller | 36,910,965 | 260,085 | 1,854,812 |
| Kevin M. Sheehan | 36,899,466 | 271,584 | 1,854,812 |
| Jennifer Storms | 36,909,976 | 261,074 | 1,854,812 |
Proposal 2
The proposal to ratify the appointment of KPMG LLP as Independent Registered Public Accounting Firm for the year ending January 29, 2017, was approved. The results were as follows:
| For | Against | Abstain | Broker Non-Vote |
| 39,010,368 | 12,878 | 2,616 | 0 |
Proposal 3
The proposal to amend the Company’s Second Amended and Restated Certificate of Incorporation to allow removal of directors with or without cause by vote of a majority of stockholders was approved. The results were as follows:
| For | Against | Abstain | Broker Non-Vote |
| 38,824,351 | 32,199 | 169,312 | 0 |
The Third Amended and Restated Certificate of Incorporation is filed herewith as Exhibit 3.1.
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Proposal 4
The proposal to approve, on a non-binding, advisory basis, the compensation of the Company’s executive officers was approved. The results were as follows:
| For | Against | Abstain | Broker Non-Vote |
| 36,725,684 | 324,215 | 121,151 | 1,854,812 |
Proposal 5
The Company’s stockholders selected “one year” as the frequency for future advisory votes on the compensation of the Company’s executive officers. The results were as follows:
| One Year | Two Years | Three Years | Abstain | Broker Non-Vote |
| 36,062,717 | 13,966 | 999,112 | 95,255 | 1,854,812 |
In accordance with the voting results on this item, the Company has determined to hold a non-binding, advisory vote on the compensation of executive officers annually, until the next advisory vote on the frequency of stockholder advisory votes on executive compensation.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit | Description |
| 3.1 | Third Amended and Restated Certificate of Incorporation of Dave and Buster’s Entertainment, Inc. |
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 hereunto duly authorized.
| DAVE & BUSTER’S ENTERTAINMENT, INC. | |||
| Date: June 17, 2016 | By: | /s/ Jay L. Tobin | |
| Jay L. Tobin | |||
| Senior Vice President, General Counsel | |||
| and Secretary | |||
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