false000185351300018535132024-05-232024-05-23

 

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): May 23, 2024

 

 

Mister Car Wash, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-40542

47-1393909

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

222 E. 5th Street

 

Tucson, Arizona

 

85705

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (520) 615-4000

 

N/A

(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

 

MCW

 

The New York Stock Exchange

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.

The 2024 Annual Meeting of Stockholders (the "Meeting") of Mister Car Wash, Inc. (the "Company") was held on May 23, 2024. As of March 28, 2024, the record date for the Meeting, 317,835,082 shares of common stock, par value $0.01 per share, were outstanding and entitled to vote at the Meeting. Each share of common stock was entitled to one vote on all matters voted upon at the Meeting. A total of 305,299,147 shares, or approximately 96% of the shares outstanding as of the Record Date, were represented in person or by proxy at the Meeting.

A summary of the matters voted upon by the stockholders and the final voting results for each such matter are set forth below.

Proposal No. 1 – Three Class III directors were elected to serve until the Company’s annual meeting of stockholders to be held in 2027 and until their respective successors have been duly elected and qualified.

Votes FOR

Votes WITHHELD

Broker Non-Votes

Donald Dorvin Lively

286,237,039

6,510,751

12,551,357

Atif Rafiq

279,483,096

13,590,138

12,225,913

Jodi Taylor

289,916,373

2,831,417

12,551,357

 

Proposal No. 2 - Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024 was approved.

 

Votes FOR

Votes AGAINST

Votes ABSTAINED

Broker Non-Votes

305,007,967

243,628

47,552

-0-

 

Proposal No. 3 - An advisory resolution to approve the compensation paid to the named executive officers of the Company was approved.

 

Votes FOR

Votes AGAINST

Votes ABSTAINED

Broker Non-Votes

279,021,749

13,976,136

75,348

12,225,914

 

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.

 

 

 

MISTER CAR WASH, INC.

 

 

 

 

Date:

May 29, 2024

By:

/s/ Markus Hartmann

 

 

 

Markus Hartmann
General Counsel

 

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Document And Entity Information
May 23, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date May 23, 2024
Entity Registrant Name Mister Car Wash, Inc.
Entity Central Index Key 0001853513
Entity Emerging Growth Company false
Entity File Number 001-40542
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 47-1393909
Entity Address, Address Line One 222 E. 5th Street
Entity Address, City or Town Tucson
Entity Address, State or Province AZ
Entity Address, Postal Zip Code 85705
City Area Code (520)
Local Phone Number 615-4000
Entity Information, Former Legal or Registered Name N/A
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, par value $0.01 per share
Trading Symbol MCW
Security Exchange Name NYSE
Mister Car Wash (NYSE:MCW)
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