American Outdoor Brands shareholders elected all seven director nominees, ratified Grant Thornton LLP as auditor for the fiscal year ending April 30, 2027, approved the fiscal 2026 executive-pay advisory vote, and chose annual say-on-pay votes at the company’s September 28, 2026, virtual annual meeting. The meeting results were reported October 1; exact individual director tallies and the unrounded auditor vote total should be checked against the company’s results filing before being quoted.
What shareholders decided
The virtual meeting began at 12 p.m. Eastern on September 28, 2026. American Outdoor Brands (NASDAQ: AOUT) put four matters before shareholders: director elections, auditor ratification, an advisory vote on fiscal 2026 named-executive compensation, and an advisory vote on how often to hold future say-on-pay votes. The agenda and voting rules appear in the 2026 proxy statement.
The results account, which says it draws on a company SEC filing, reports that all seven nominees were elected and that shareholders approved the other three proposals. The elected directors are Barry M. Monheit, Bradley T. Favreau, Mary E. Gallagher, Gregory J. Gluchowski, Jr., Kevin D. Leary, Luis G. Marconi, and Brian D. Murphy. Their terms run until the 2027 annual meeting, subject to earlier death, resignation, disqualification, or removal.
Vote results by proposal
| Proposal | Reported outcome | How to read it |
|---|---|---|
| Director elections | All seven nominees elected | Each nominee’s term leads to the 2027 annual meeting, subject to earlier departure or removal. Individual vote totals are not reproduced here because the available results account gives ranges rather than a complete nominee-by-nominee table. |
| Grant Thornton LLP ratification | Ratified for fiscal year ending April 30, 2027 | The account reports approximately 11.2 million votes for, 50,705 against, and 10,881 abstentions. The affirmative figure is rounded. |
| Fiscal 2026 named-executive compensation | Approved on an advisory basis | 9,179,014 for, 53,702 against, and 8,849 abstentions, according to the October 1, 2026 results account. |
| Frequency of future say-on-pay votes | One-year frequency selected | 8,179,958 votes for one year; 4,167 for two years; 1,038,421 for three years; and 19,019 abstentions, according to the October 1, 2026 results account. |
The reported director-vote ranges are approximately 8.6 million to 9.2 million for and 44,000 to 642,000 against per nominee. They are not nominee-specific totals. The company’s investor-relations filings index lists two Form 8-K entries dated October 1, 2026, but the accessible index does not show their contents. Consult the results filing itself before citing exact director totals or an unrounded auditor-for count: American Outdoor Brands SEC filings index.
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What the vote rules mean
The proxy states that proposals pass under a majority-of-votes-cast standard: votes for must exceed votes against. Abstentions and broker non-votes are excluded from that comparison. A broker non-vote occurs when a broker holding shares for a client lacks voting instructions and is not permitted to vote on that particular matter.
- Director elections and compensation votes: These are non-routine matters. Brokers may not vote uninstructed shares on them, so those shares can be reported as broker non-votes.
- Auditor ratification: This is treated as routine, so brokers may exercise discretion to vote uninstructed shares.
The proxy also says a quorum requires holders of a majority of the common shares outstanding and entitled to vote on the record date to be present in person or by proxy. This quorum requirement is separate from the majority-of-votes-cast standard used to decide the proposals.
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What the advisory votes do—and do not—do
The say-on-pay vote concerns fiscal 2026 named-executive compensation. The say-on-frequency vote asks shareholders to express a preference for future vote cadence. Both are advisory and non-binding: neither result by itself changes executive compensation or legally compels the board to adopt a particular schedule. The proxy says the Board and Compensation Committee will consider the results in future compensation decisions and when deciding vote frequency.
The reported outcome is therefore a shareholder signal, not an automatic change to pay or governance policy. The auditor vote is different: shareholders ratified Grant Thornton’s appointment for the specified fiscal year.
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