ONESPAWORLD HOLDINGS Ltd 8-K

What Happened
OneSpaWorld Holdings Limited filed an 8-K reporting the results of its 2026 Annual Meeting of Shareholders held June 3, 2026. Shareholders voted on director elections and three other proposals; a total of 97,830,487 common shares were voted, representing approximately 96% of the 101,514,846 shares outstanding and entitled to vote as of the April 8, 2026 record date. The company reports that all director nominees were elected and that shareholders approved the advisory vote on executive compensation, the amended and restated 2019 Equity Incentive Plan, and the ratification of Ernst & Young LLP as auditor.

Key Details

• Voting turnout: 97,830,487 shares voted (~96% of 101,514,846 outstanding as of April 8, 2026).
• Director elections (selected vote totals):
  • Maryam Banikarim: 76,395,911 For; 17,653,714 Withheld; 3,780,862 broker non-votes.
  • Leonard Fluxman: 88,895,160 For; 5,154,465 Withheld; 3,780,862 broker non-votes.
  • Andrew R. Heyer: 41,524,159 For; 52,525,466 Withheld; 3,780,862 broker non-votes.
  • Stephen W. Powell: 90,857,023 For; 3,192,602 Withheld; 3,780,862 broker non-votes.
• Say-on-pay (advisory) vote: 88,518,672 For; 4,679,736 Against; 851,217 Abstain; 3,780,862 broker non-votes.
• Equity plan approval: 90,153,442 For; 3,881,792 Against; 14,391 Abstain; 3,780,862 broker non-votes.
• Auditor ratification: Ernst & Young LLP ratified — 97,197,301 For; 622,401 Against; 10,785 Abstain.

Why It Matters
The meeting outcome confirms the company’s board slate and shareholder approval of management initiatives: executive compensation (advisory), an updated equity incentive plan to support future grants, and continued engagement of Ernst & Young as auditor. High turnout (≈96%) shows strong shareholder participation. Shareholders and investors can use these results to assess governance support and potential future equity-based compensation activity; the detailed vote counts also reveal varied levels of shareholder backing for individual director nominees.