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 10, 2026
Freshpet, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | | 001-36729 | | 20-1884894 |
| (State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| 1450 US-206 Bedminster, New Jersey | | 07921 |
| (Address of principal executive offices) | | (Zip code) |
Registrant's telephone number, including area code: 201 520-4000
(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 | FRPT | The NASDAQ Global Market |
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. |
At the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Freshpet, Inc. (the “Company”) held on June 10, 2026, the Company’s stockholders considered three proposals, each of which is described in more detail in the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission on April 27, 2026. The final results for each proposal presented at the Annual Meeting are set forth below:
(1) Election of Directors. All nominees were elected to serve on the Board of Directors pursuant to the following votes:
| DIRECTOR | FOR | AGAINST | ABSTAIN | ||
| Olu Beck | 42,454,032 | 73,236 | 51,235 | ||
| David B. Biegger | 42,397,351 | 87,288 | 93,864 | ||
| Daryl G. Brewster | 41,902,595 | 624,884 | 51,024 | ||
| William B. Cyr | 42,386,993 | 140,271 | 51,239 | ||
| Walter N. George III | 42,195,460 | 289,450 | 93,593 | ||
| Jacki S. Kelley | 42,397,616 | 129,971 | 50,916 | ||
| Lauri Kien Kotcher | 42,064,536 | 338,968 | 174,999 | ||
| Timothy R. McLevish | 42,377,806 | 104,459 | 96,238 | ||
| Leta D. Priest | 41,918,540 | 566,406 | 93,557 | ||
| Joseph E. Scalzo | 42,108,117 | 376,793 | 93,593 | ||
| Craig D. Steeneck | 42,281,854 | 202,954 | 93,695 | ||
| David J. West | 42,373,592 | 111,317 | 93,594 |
There were 2,475,309 broker non-votes with respect to this matter.
(2) Ratification of Appointment of Independent Registered Public Accounting Firm. The appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2026 was ratified with the following votes:
| FOR | AGAINST | ABSTAIN |
| 44,890,659 | 115,995 | 47,158 |
There were no broker non-votes with respect to this matter.
(3) Non-Binding Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers. The executive compensation of the Company’s named executive officers was approved with the following non-binding advisory votes:
| FOR | AGAINST | ABSTAIN |
| 40,844,496 | 1,682,726 | 51,281 |
There were 2,475,309 broker non-votes with respect to this matter.
SIGNATURE
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.
Date: June 11, 2026
| FRESHPET, INC. | ||
| By: | /s/ Lisa Alexander | |
| Name: | Lisa Alexander | |
| Title: | General Counsel and Corporate Secretary | |