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2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 97K
6: R1 Cover Page HTML 47K
9: XML IDEA XML File -- Filing Summary XML 12K
7: XML XBRL Instance -- go-20220406_htm XML 23K
8: EXCEL IDEA Workbook of Financial Reports XLSX 6K
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(Registrant's telephone number, including area code)
___________________________________
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:
i☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
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
Name of each exchange on which registered
iCommon
stock, par value $0.001 per share
iGO
iNasdaq Global Select Market
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 i☐
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. ☐
On April 6, 2022, the Board of Directors (the "Board") of Grocery
Outlet Holding Corp. (the "Company") adopted amended and restated bylaws, attached hereto as Exhibit 3.1 (the "New Bylaws"), effective as of April 6, 2022. The New Bylaws provide for, among other changes, (i) beginning with the Company's 2023 annual meeting of stockholders, majority voting in uncontested elections of the Company's directors, with plurality voting continuing to apply in contested
elections; (ii) the Company's stockholders to amend the New Bylaws upon the approval of a majority of outstanding shares of the Company's common stock; (iii) elimination of various provisions tied to the ownership of Company securities by H&F (as defined in the Company's Amended and Restated Certificate of Incorporation) that are no longer applicable to the Company; and (iv) other immaterial changes. Under the
Company's bylaws as in effect immediately prior to the effectiveness of the New Bylaws, all director elections were decided based on plurality vote and amendments of the Company's bylaws by its stockholders required the approval of 66 2/3% of the outstanding shares of the Company's common stock.
Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto
duly authorized.
