ThZeal - The Zeal

gcm-20220608

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 8, 2022

GCM Grosvenor Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-39716

85-2226287

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)


900 North Michigan Avenue Suite 1100 Chicago, Illinois						60611
(Address of principal executive offices)						(Zip Code)

(312) 506-6500

Registrant’s telephone number, including area code

Not Applicable

(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

Class A common stock, par value $0.0001 per share

GCMG

The Nasdaq Stock Market LLC

Warrants to purchase one share of Class A common stock

GCMGW

The Nasdaq Stock Market LLC

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.

On June 8, 2022, GCM Grosvenor Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). Holders of the Company's Class A common stock were entitled to one vote per share held as of the close of business on April 11, 2022 (the “Record Date”) and holders of the Company's Class C common stock were entitled to 0.903626996 votes per share held as of the Record Date.

Class A common stockholders representing 35,251,819 votes and the Class C common stockholder representing 130,334,862 votes were represented online or by proxy at the Annual Meeting, representing approximately 95.1% of the combined voting power of the Company's Class A and Class C common stock as of the Record Date. Below are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 26, 2022.

Proposal One. To elect Michael J. Sacks, Angela Blanton, Francesca Cornelli, Jonathan R. Levin, Stephen Malkin, Blythe Masters and Samuel C. Scott III as directors to serve until the Annual Meeting of Stockholders to be held in 2023, and until their respective successors shall have been duly elected and qualified.

The results of the voting were as follows:


Nominee	For	Withheld	Broker Non-Votes
Michael J. Sacks	144,636,038	15,674,913	5,275,730
Angela Blanton	147,520,925	12,790,026	5,275,730
Francesca Cornelli	147,520,323	12,790,628	5,275,730
Jonathan R. Levin	147,489,259	12,821,692	5,275,730
Stephen Malkin	144,382,635	15,928,316	5,275,730
Blythe Masters	139,312,002	20,998,949	5,275,730
Samuel C. Scott III	139,909,476	20,401,475	5,275,730

Proposal Two. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.

The results of the voting were as follows:


For	Against	Abstain	Broker Non-Votes
163,033,574	1,653,540	899,567	0

Based on the foregoing votes, Michael J. Sacks, Angela Blanton, Francesca Cornelli, Jonathan R. Levin, Stephen Malkin, Blythe Masters and Samuel C. Scott III were elected as directors and Item 2 was approved.

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.


	GCM Grosvenor Inc.
Date: June 10, 2022	By:	/s/ Michael J. Sacks
	Name:	Michael J. Sacks
	Title:	Chief Executive Officer