Westrock Coffee Co

8-K · tm2617031d1_8k.htm iXBRL

0001806347

 2026-06-05
 2026-06-05

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 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 5, 2026

  

  

  

 Westrock Coffee Company

 (Exact name of registrant as specified in its
charter)

  

  

  

 Delaware
  
 001-41485
  
 80-0977200

 (State or other jurisdiction

 of incorporation)
  
 (Commission File Number)
  
 (I.R.S. Employer Identification No.)

  

 4009
N. Rodney Parham Road , 4th Floor

 Little
Rock , AR 72212

 (Address of principal executive offices) (Zip
Code)

  

 Registrant’s
telephone number, including area code: ( 501 )
 918-9358

  

 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

 Shares of common stock, par value $0.01 per share
  
 WEST
  
 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
 x

  

 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 2026 annual meeting of
stockholders (the “ Annual Meeting ”) of Westrock Coffee Company (the “ Company ”) was held virtually
on June 5, 2026, at 8:00 a.m. (Central Time) at www.virtualshareholdermeeting.com/WEST2026 . During the Annual Meeting,
the Company’s stockholders voted on two proposals. The proposals are described in the Company’s definitive proxy statement
on Schedule 14A (the “ Proxy Statement ”) filed with the Securities and Exchange Commission on April 23, 2026. The
voting results for each of the proposals are set forth below.

  

 1. Election of Directors . The four Class I director nominees named in the Proxy Statement were
elected to the Company’s Board of Directors for one-year terms expiring at the 2027 annual meeting of stockholders by the following
votes:

  

 Name
  
 Votes For
  
  
 Votes Against
  
  
 Votes Abstained
  
  
 Broker Non-Votes
  

 Mark A. Edmunds
  
  
 90,920,385
  
  
  
 4,310,215
  
  
  
 154,150
  
  
  
 10,275,970
  

 Joe T. Ford
  
  
 90,430,336
  
  
  
 4,945,279
  
  
  
 9,135
  
  
  
 10,275,970
  

 Kenneth M. Parent
  
  
 93,526,065
  
  
  
 1,843,362
  
  
  
 15,323
  
  
  
 10,275,970
  

 Oluwatoyin Umesiri
  
  
 90,394,354
  
  
  
 4,820,981
  
  
  
 169,415
  
  
  
 10,275,970
  

  

 2. Ratification of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accountant .
The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountant
for the fiscal year ending December 31, 2026, by the following votes:

  

 Votes For    
 Votes Against    
 Votes Abstained  

   103,048,722    
   2,549,953    
   62,045  

  

  

  

  

 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.

  

  
 WESTROCK COFFEE COMPANY

  
  
  

  
 By:
 /s/ Robert P. McKinney

  
 Name:
 Robert P. McKinney

  
 Title:
 Chief Legal Officer and Corporate Secretary

  
  
  

  
 Dated: June 5, 2026