Current Report Filing (8-k)

SMITH & WESSON HOLDING CORPORATION

Date: September 23, 2016

/s/ Jeffrey D. Buchanan

Jeffrey D. Buchanan

Executive Vice President, Chief Financial Officer, Chief Administrative Officer, and Treasurer

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

September 20, 2016

Date of Report (Date of earliest event reported)

Smith & Wesson Holding Corporation

(Exact Name of Registrant as Specified in Charter)


Nevada	001-31552	87-0543688
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

2100 Roosevelt Avenue

Springfield, Massachusetts

01104

(Address of Principal Executive Offices) (Zip Code)

(800) 331-0852

(Registrant’s telephone number, including area code)

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 ( see General Instruction A.2. below):

¨	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))

Item 5.07.

Submission of Matters to a Vote of Security Holders.

On September 20, 2016, we held an annual meeting of stockholders to consider and vote upon the following proposals: (1) to elect directors to serve until our next annual meeting of stockholders and until their successors are elected and qualified; (2) to provide a non-binding advisory vote on the compensation of our named executive officers for fiscal 2016 (“say-on-pay”); and (3) to ratify the appointment of Deloitte & Touche LLP, an independent registered public accounting firm, as the independent registered public accountant of our company for the fiscal year ending April 30, 2017.

The following directors were elected at the annual meeting:


Director	Votes Cast For		Votes Withheld		Broker Non-Votes
Barry M. Monheit		29,208,261		127,540		19,314,042
Robert L. Scott		29,090,490		245,311		19,314,042
Robert H. Brust		29,208,859		126,942		19,314,042
P. James Debney		29,121,508		214,293		19,314,042
John B. Furman		29,203,725		132,076		19,314,042
Gregory J. Gluchowski, Jr.		29,223,049		112,752		19,314,042
Michael F. Golden		28,767,615		568,186		19,314,042
Mitchell A. Saltz		29,011,718		324,083		19,314,042
I. Marie Wadecki		29,079,023		256,778		19,314,042

Our stockholders approved the compensation of our named executive officers on a non-binding, advisory basis. The results of the vote to approve this proposal were as follows:


	Votes Cast For		Votes Cast Against		Abstentions		Broker Non-Votes
Say-on-pay proposal		28,478,639		711,930		145,232		19,314,042

Our stockholders ratified the appointment of Deloitte & Touche LLP as our independent registered public accountants for the fiscal year ending April 30, 2017. The results of the vote to approve this proposal were as follows:


	Votes Cast For		Votes Cast Against		Abstentions		Broker Non- Votes
Ratification of Deloitte & Touche LLP as independent registered public accountants		47,953,896		409,858		286,089		—

Broker non-votes did not affect the outcome of any proposal voted on at the annual meeting.

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.