U.S. AUTO PARTS NETWORK, INC. (NASDAQ:PRTS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ME Staff 8-k
-
0
U.S. AUTO PARTS NETWORK, INC. (NASDAQ:PRTS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

U.S. AUTO PARTS NETWORK, INC. (NASDAQ:PRTS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective on May 22, 2019, Barbara Palmer, a Class I Director of U.S. Auto Parts Network, Inc. (the “Company”) and a member of the Nominating and Corporate Governance Committee and the Compensation Committee, resigned from the Board of Directors and each committee thereof.

Effective on May 22, 2019, Bradley Wilson, a Class II Director, and a member of the Audit Committee, resigned from the Board of Directors and each committee thereof.

 Item 5.07. Submission of Matters to a Vote of Security Holders

On May 22, 2019, U.S. Auto Parts Network, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 38,203,919 shares of the Company’s common stock and series A convertible preferred stock were entitled to vote as of March 25, 2019, the record date for the Annual Meeting. There were 31,013,390 shares present in person or by proxy at the Annual Meeting, at which the Company’s stockholders were asked to vote on two proposals. The proposals are described in more detail in the Company’s definitive proxy statement dated April 9, 2019 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 I directors to serve a three-year term, until the Company’s 2022 Annual Meeting of Stockholders and until their respective successors are elected and qualified. The results of the vote were as follows:

______________

(1)  As described in Item 5.02 above, Ms. Palmer resigned as a member of the Board of Directors and each committee thereof on May 22, 2019.

Proposal No. 2 – Ratification of the Selection of Independent Auditors

The stockholders voted to ratify the selection of RSM LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 28, 2019. The results of the vote were as follows:

No other matters were presented for stockholder approval at the Annual Meeting.

About U.S. AUTO PARTS NETWORK, INC. (NASDAQ:PRTS)

U.S. Auto Parts Network, Inc. is an online source for automotive aftermarket parts and repair information. The Company is an online provider of aftermarket auto parts, including collision parts, engine parts, and performance parts and accessories. Its Websites provide a range of stock keeping units (SKUs) with detailed product descriptions and photographs. The Company operates through two segments: Base USAP, which is the core auto parts business, and AutoMD, an online automotive repair source. The Company offers a range of aftermarket auto parts. The Company classifies its products into three categories: collision parts serving the collision repair segment, engine parts to serve the replacement/wear parts market, and performance parts and accessories. The Company sells its products through its network of Websites and online marketplaces, including www.autopartswarehouse.com, www.carparts.com, www.jcwhitney.com and www.AutoMD.com.