lsf20260629_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 25, 2026
Laird Superfood, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 1-39537 | 81-1589788 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 5303 Spine Road, Suite 204, Boulder, Colorado | 80301 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (541) 588-3600
(Former name or former address, if changed since last report)
Not Applicable
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 $0.001 | LSF | NYSE American |
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). ☐
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. |
On June 25, 2026, Laird Superfood, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The total number of shares of the Company’s common stock and Series A Preferred Stock, on an as-converted basis, represented in person or by proxy at the Annual Meeting was 38,535,589, representing approximately 92% of the 41,816,672 shares of common stock and converted Series A Preferred Stock entitled to vote at the Annual Meeting and constituting a quorum. At the Annual Meeting, the Company's stockholders voted on the below proposals, which are described in more detail in the Company's definitive proxy statement on Schedule 14A filed on May 22, 2026 (as amended on June 9, 2026). The voting results on the matters submitted to the Company’s stockholders at the Annual Meeting were as follows:
Proposal 1 – Election of (i) Michael Cohen, (ii) Greg Graves, (iii) Laird Hamilton, (iv) Grant LaMontagne, (v) Maile Naylor, (vi) Kayla Dean Obia, (vii) Kristin Patrick, and (viii) Jason Vieth to the Company’s Board of Directors, each to serve for a one-year term until the annual meeting of stockholders to be held in 2027.
| Name | For | Withheld | Broker Non-Votes |
| Michael Cohen | 32,610,213 | 266,653 | 5,658,723 |
| Greg Graves | 32,524,794 | 352,072 | 5,658,723 |
| Laird Hamilton | 32,627,431 | 249,435 | 5,658,723 |
| Grant LaMontagne | 31,943,367 | 933,499 | 5,658,723 |
| Maile Naylor | 32,423,459 | 453,407 | 5,658,723 |
| Kayla Dean Obia | 32,333,678 | 543,188 | 5,658,723 |
| Kristin Patrick | 32,830,348 | 46,518 | 5,658,723 |
| Jason Vieth | 32,645,881 | 230,985 | 5,658,723 |
Proposal 2 – Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
| For | Against | Abstain |
| 38,367,752 | 126,910 | 40,927 |
Proposal 3 – Approval of, on a non-binding advisory basis, the compensation of the Company's named executive officers.
| For | Against | Abstain | Broker Non-Votes |
| 32,494,193 | 380,179 | 2,494 | 5,658,723 |
Proposal 4 – Approval of, on a non-binding advisory basis, the frequency of holding a future advisory vote on executive compensation.
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes |
| 32,741,498 | 59,300 | 62,674 | 13,394 | 5,658,723 |
Proposal 5 – Approval of an amendment to the 2020 Stock Incentive Plan (the "Incentive Plan") to increase the number of shares authorized for issuance pursuant to the Incentive Plan and to extend the term of the Incentive Plan.
| For | Against | Abstain | Broker Non-Votes |
| 32,063,278 | 810,235 | 3,353 | 5,658,723 |
Each of Proposals 1, 2, 3 and 5 received a sufficient number of votes for approval (or, with respect to Proposal 1, election). With respect to Proposal 4, a plurality of the votes cast was for a frequency of one year, and in light of these results the Board has determined that the Company will hold future advisory votes on the compensation of its named executive officers every year, until the next required vote on frequency.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. | Description |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| Date: July 1, 2026 | Laird Superfood, Inc. | |||||
| By: | /s/ Anya Hamill | |||||
| Name: | Anya Hamill | |||||
| Title: | Chief Financial Officer | |||||