hyfm20260625c_8k.htm
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 23, 2026
Hydrofarm Holdings Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-39773 | 81-4895761 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1510 Main Street
Shoemakersville, PA 19555
(Address of Principal Executive
Offices) (Zip Code)
Registrant’s telephone number, including area code: (707) 765-9990
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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, $0.0001 par value per share | HYFM | 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 Stockholders.
On June 23, 2026, Hydrofarm Holdings Group, Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “Annual Meeting”) via live webcast on the Internet. Of the 4,764,612 shares of common stock issued and outstanding and eligible to vote as of the record date of April 24, 2026, a quorum of 2,642,956 shares, or 55.47% of the eligible shares, was present at the Annual Meeting or represented by proxy.
The following actions were taken at the Annual Meeting:
1.The following nominee was elected to serve on the Company's Board of Directors as a Class III Director until the 2029 annual meeting of stockholders, based on the following votes:
NAME | FOR | WITHHELD | BROKER NON-VOTE |
RICHARD CHRISTOPHER YETTER | 1,716,445 | 252,583 | 673,928 |
2.The compensation of the Company’s named executive officers was approved on an advisory basis, based on the following votes:
FOR | AGAINST | ABSTAIN | BROKER NON-VOTE |
1,407,311 | 340,266 | 221,451 | 673,928 |
3.The appointment of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified, based on the following votes:
FOR | AGAINST | ABSTAIN |
2,469,321 | 168,866 | 4,769 |
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.
Hydrofarm Holdings Group, Inc. | |||
Date: June 26, 2026 | By: | /s/ William Toler | |
Name: | William Toler | ||
Title: | Chief Executive Officer & Chairman of the Board of Directors | ||
(Principal Executive Officer) | |||