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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 Earliest Event reported): March 8, 2022

 

BrightView Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38579   46-4190788
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

980 Jolly Road

Blue Bell, Pennsylvania 19422

(484) 567-7204

 

(Address, including zip code, and telephone number,

including area code, of registrant’s principal executive offices)

 

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, $0.01 par value BV New York Stock Exchange

 

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 5.07 Submission of Matters to a Vote of Security Holders

 

On March 8, 2022, BrightView Holdings, Inc. held its 2022 Annual Meeting of Stockholders. At the Annual Meeting, the Company’s stockholders voted on the matters disclosed in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on January 19, 2022 in connection with the 2022 Annual Meeting. The final voting results for the matters submitted to a vote of stockholders were as follows:

 

Proposal No. 1 – Election of Directors

 

At the Annual Meeting, the Company’s stockholders elected the persons listed below as directors for a one-year term expiring at the Company’s 2023 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:

 

   Votes
Cast For
   Votes
Withheld
   Broker
Non-Votes
 
James R. Abrahamson   97,706,307    1,497,294    2,894,778 
Jane Okun Bomba   85,075,824    14,127,777    2,894,778 
Frank Lopez   97,974,667    1,228,934    2,894,778 
Andrew V. Masterman   98,039,444    1,164,157    2,894,778 
Paul E. Raether   82,108,380    17,095,221    2,894,778 
Richard W. Roedel   93,070,243    6,133,358    2,894,778 
Mara Swan   97,733,178    1,470,423    2,894,778 
Joshua T. Weisenbeck   95,031,542    4,172,059    2,894,778 

 

Proposal No. 2 – Non-Binding Vote on Executive Compensation

 

The Company’s stockholders approved, in a non-binding advisory vote, the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement.

 

Votes Cast For   Votes Cast Against   Abstentions   Broker Non-Votes
94,820,926   4,287,570   95,105   2,894,778

 

Proposal No. 3 – Ratification of Independent Registered Public Accounting Firm

 

The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2022.

 

Votes Cast For   Votes Cast Against   Abstentions   Broker Non-Votes
101,320,708   765,674   11,997   N/A

 

 

 

 

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 thereunto duly authorized.

 

  BrightView Holdings, Inc.
   
Date: March 8, 2022 By: /s/ Jonathan M. Gottsegen
  Name: Jonathan M. Gottsegen
  Title: Executive Vice President, Chief Legal Officer and Corporate Secretary