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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 of earliest event reported): June 16, 2022

Sun Country Airlines Holdings, Inc.

(Exact name of Registrant as specified in its charter)

Delaware   001-40217   82-4092570

(State of

Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

2005 Cargo Road

Minneapolis, MN

  55450
(Address of principal executive offices)   (Zip Code)

 

(651) 681-3900

(Registrant’s telephone number, including area code)

 

(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

Common Stock, par value $0.01 per share   SNCY   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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 5.07Submission of Matters to a Vote of Security Holders.
a.On June 16, 2022, Sun Country Airlines Holdings, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The matters voted upon at the Annual Meeting and the final results of such voting are set forth below. A more complete description of each proposal is set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 29, 2022.

 

b.Proposal 1. To elect Patrick Kearney, Thomas C. Kennedy, and Antoine Munfakh to the board of directors of the Company as Class I directors, in each case, for a term of three years expiring at the annual meeting of stockholders to be held in 2025. The Company’s stockholders duly elected Patrick Kearney, Thomas C. Kennedy and Antoine Munfakh, by at least a plurality of the votes cast, to serve as Class I directors until the 2025 annual meeting of stockholders and until his successor is duly elected and qualified. The results of the voting were as follows:

 

Nominee   Votes For   Votes Withheld   Broker Non-Votes
Patrick Kearney   45,192,461   10,845,093   624,988
Thomas C. Kennedy   48,918,804   7,118,750   624,988
Antoine Munfakh   35,892,974   20,144,580   624,988

Proposal 2. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The Company’s stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The results of the voting were as follows:

 

Votes For   Votes Against   Abstentions
56,654,479   3,614   4,449

 

 

  

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: June 17, 2022

Sun Country Airlines Holdings, Inc. 

 
     
     
  By: /s/ Eric Levenhagen  
    Name: Eric Levenhagen  
    Title: Chief Administrative Officer, General Counsel and Secretary