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 of earliest event reported): June 4, 2024
 
Vivid Seats Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
001-40926
86-3355184
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

24 E. Washington St., Ste. 900
Chicago, IL
(Address of principal executive offices)
 
60602
(Zip Code)

Registrant’s telephone number, including area code: (312) 291-9966
 
Not applicable
(Former name or former address, if changed since last report)
 
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
Class A common stock, par value $0.0001 per share
 
SEAT
 
The Nasdaq Stock Market LLC
Warrants to purchase one share of Class A common stock
 
SEATW
 
The Nasdaq Stock Market LLC
 
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
 
Vivid Seats Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) on June 4, 2024. The voting results for the matters voted on at the Annual Meeting (each as further described in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 24, 2024) are set forth below.
 
Proposal No. 1. The individuals listed below were elected as Class III directors, each to hold office until the Company’s 2027 Annual Meeting of Stockholders, based on the following votes:
 
Name
 
For
 
Withhold
 
Broker Non-Votes
Mark Anderson
 
146,648,733
 
31,188,789
 
11,503,373
Todd Boehly
 
157,055,235
 
20,782,287
 
11,503,373
Julie Masino
 
140,364,489
 
37,473,033
 
11,503,373
 
Proposal No. 2. An advisory proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was approved based on the following votes:
 
For
 
Against
 
Abstain
189,174,046
 
125,150
 
41,699


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.
 
 
Vivid Seats Inc.
   
Date: June 10, 2024
By:
/s/ Emily Epstein
 
   
Emily Epstein
   
General Counsel