SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As noted below, on May 18, 2021, the shareholders of CarParts.com, Inc. (the “Company”) approved the CarParts.com, Inc. 2021 Employee Stock Purchase Plan (the Plan).
The Plan is described in more detail in the Company's 2021 Proxy Statement, which was filed with the Securities and Exchange Commission on April 27, 2021. The Plan is intended to provide employees with an opportunity to purchase shares of the Company's common stock at a discount. Subject to adjustment as described in the Plan, the maximum number of shares that may be issued under the Plan is 250,000 shares.
The foregoing description and the summary contained in the Company's 2021 Proxy Statement do not purport to be complete and are qualified in their entirety by reference to the full text of the Plan, which is attached hereto as Exhibit 10.1.
Item 5.07. Submission of Matters to a Vote of Security Holders
On May 18, 2021, the Company held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 50,602,499 shares of the Company’s common stock were entitled to vote as of March 24, 2021, the record date for the Annual Meeting. There were 34,390,715 shares present in person or by proxy at the Annual Meeting, at which the Company’s stockholders were asked to vote on three proposals. The proposals are described in more detail in the Company’s definitive proxy statement dated April 27, 2021 for the Annual Meeting. Set forth below are the matters acted upon by the Company’s stockholders at the Annual Meeting, and the final voting results of each such proposal.
Proposal No. 1 – Election of Directors
The stockholders elected three Class III directors to serve a three-year term, until the Company’s 2024 Annual Meeting of Stockholders and until their respective successors are elected and qualified. The results of the vote were as follows:
Warren B. Phelps III
Dr. Lisa Costa
Proposal No. 2 – Ratification of the Selection of Independent Auditors
The stockholders voted to ratify the selection of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 1, 2022. The results of the vote were as follows:
Proposal No. 3 – Approval of the 2021 Employee Stock Purchase Plan
The stockholders voted to approve the CarParts.com, Inc. 2021 Employee Stock Purchase Plan. The results of the vote were as follows:
No other matters were presented for stockholder approval at the Annual Meeting.
Item 9.01. Financial Statements and Exhibits.
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.
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.
Dated: May 19, 2021
/s/ David Meniane
Chief Financial Officer and Chief Operating Officer