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
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Date of Report (Date of earliest event reported): June 13, 2025 |
United Parks & Resorts Inc.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
001-35883 |
27-1220297 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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6240 Sea Harbor Drive |
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Orlando, Florida |
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32821 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 407 226-5011 |
(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:
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Title of each class
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Trading
Symbol(s) |
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share |
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PRKS |
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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.
(a)(b) On June 13, 2025, United Parks & Resorts Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). A quorum was present at the meeting as required by the Company’s Bylaws. The immediately following charts set forth the number of votes cast for and against, and the number of abstention votes and broker non-votes, with respect to each matter voted upon by the stockholders.
Proposal 1 – Election of Directors
James Chambers, Aayushi Dalal, William Gray, Timothy Hartnett, Nathaniel Lipman, Yoshikazu Maruyama, Thomas E. Moloney, Neha Jogani Narang, Scott Ross, and Kimberly Schaefer were elected to the Board of Directors to serve as directors until the Company’s 2026 Annual Meeting of Stockholders and until their successors have been duly elected and qualified.
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Votes
For |
Votes
Against |
Votes
Abstained |
Broker
Non-Votes |
James Chambers |
41,784,483 |
7,192,449 |
16,516 |
1,779,304 |
Aayushi Dalal |
48,739,028 |
237,875 |
16,545 |
1,779,304 |
William Gray |
48,623,928 |
353,213 |
16,307 |
1,779,304 |
Timothy Hartnett |
48,714,820 |
262,114 |
16,514 |
1,779,304 |
Nathaniel Lipman |
48,602,178 |
374,768 |
16,502 |
1,779,304 |
Yoshikazu Maruyama |
48,921,170 |
55,739 |
16,539 |
1,779,304 |
Thomas E. Moloney |
48,681,985 |
295,082 |
16,381 |
1,779,304 |
Neha Jogani Narang |
36,205,289 |
12,771,579 |
16,580 |
1,779,304 |
Scott Ross |
48,212,062 |
764,791 |
16,595 |
1,779,304 |
Kimberly Schaefer |
36,534,567 |
12,442,748 |
16,133 |
1,779,304 |
Proposal 2 – Ratification of Independent Registered Public Accounting Firm
The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified.
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Votes
For |
Votes
Against |
Votes
Abstained |
50,715,617 |
19,914 |
37,221 |
Proposal 3 – Non-binding Vote on Executive Compensation
The stockholders approved, on an advisory, non-binding basis, the compensation paid to the Company’s named executive officers.
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Votes
For |
Votes
Against |
Votes
Abstained |
Broker
Non-Votes |
48,434,258 |
534,478 |
24,712 |
1,779,304 |
Proposal 4 – Approval of the United Parks & Resorts Inc. 2025 Omnibus Incentive Plan
The Company’s 2025 Omnibus Plan was approved..
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Votes
For |
Votes
Against |
Votes
Abstained |
Broker
Non-Votes |
41,829,479 |
7,139,169 |
24,800 |
1,779,304 |
Proposal 5 – Approval of the director compensation limit in the United Parks & Resorts Inc. 2025 Omnibus Incentive Plan
The director compensation limit in the United Parks & Resorts Inc 2025 Omnibus Incentive Plan was approved.
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Votes
For |
Votes
Against |
Votes
Abstained |
Broker
Non-Votes |
45,092,549 |
3,882,180 |
18,719 |
1,779,304 |
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.
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UNITED PARKS & RESORTS INC. |
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Date: |
June 17, 2025 |
By: |
/s/ G. Anthony (Tony) Taylor |
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Name: Title: |
G. Anthony (Tony) Taylor
Chief Legal Officer, General Counsel and Corporate Secretary |