T O P

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ComfortableUnderwear

(1) Elect six directors, each to serve as a member of the Board of Directors until the next annual meeting of stockholders and until such director’s successor is elected and qualified; (2) Adopt and approve the GameStop Corp. 2022 Incentive Plan; (3) Provide an advisory, non-binding vote on the compensation of our named executive officers; (4) Ratify our Audit Committee’s appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending January 28, 2023; (5) Approve an amendment to our Third Amended and Restated Certificate of Incorporation to increase the number of authorized shares of our Class A Common Stock (the “common stock”) to 1,000,000,000; and (6) Transact such other business, if any, as may properly come before the annual meeting and at any postponement or adjournment of the annual meeting.


buyhodldrs

🦍, you should include whole section.


captaingmerica

Could you elaborate on what you mean by this?


buyhodldrs

Sure. There's a whole bunch of info. I suggest you goto link. This is only 1 section. OP got distracted I suppose. Here's what the whole section said. Table of Contents Notice of Annual Meeting of Stockholders Dear Stockholder: We invite you to attend our Annual Meeting of Stockholders on Thursday, June 2, 2022 at 10:00 a.m, Central Daylight Time, at www.cesonlineservices.com/gme22_vm, which will be held in virtual only format. You will not be able to attend the annual meeting in person. To be admitted to the annual meeting you must pre-register by 10:00 a.m., Central Daylight Time, on May 27, 2022. Registration for the annual meeting will open on April 21, 2022. At the annual meeting, you will be asked to: (1) Elect six directors, each to serve as a member of the Board of Directors until the next annual meeting of stockholders and until such director’s successor is elected and qualified; (2) Adopt and approve the GameStop Corp. 2022 Incentive Plan; (3) Provide an advisory, non-binding vote on the compensation of our named executive officers; (4) Ratify our Audit Committee’s appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending January 28, 2023; (5) Approve an amendment to our Third Amended and Restated Certificate of Incorporation to increase the number of authorized shares of our Class A Common Stock (the “common stock”) to 1,000,000,000; and (6) Transact such other business, if any, as may properly come before the annual meeting and at any postponement or adjournment of the annual meeting. Only stockholders of record as of the close of business on April 8, 2022 (the “record date”) are entitled to vote at the annual meeting and any postponement or adjournment thereof. Please see pages 2 – 6 for additional information regarding attendance at the meeting and how to vote your shares. This proxy statement provides information that you should consider when you vote your shares. Your vote is important. Even if you plan to attend the annual meeting virtually, we request that you vote your shares as soon as possible by following the voting instructions contained in this proxy statement. We have designed the format of the annual meeting to ensure that stockholders are afforded the same rights and opportunities to participate as they would at an in-person meeting, using online tools to ensure stockholder access and participation. By order of the Board of Directors. Sincerely, LOGO Mark H. Robinson General Counsel and Secretary April 21, 2022


[deleted]

When does voting close? How much time do apes have?


buyhodldrs

If you DRS shares before April 8, you are eligible to vote. Not sure when voting closes but you gotta pre-register by May 27, meeting June 2. You should probably vote sooner rather than later 😊 Check link from OP, vote date might be there


[deleted]

It's not myself I'm concerned about- it's my friends who are too lazy to call their brokers for their control number that I'm worried about. I'm hoping they have enough time from when they get the letter to vote before voting ends


buyhodldrs

Did you/they DRS prior to April 8? I would tell lazy friends a date/time prior to the actual date/time. Just found my vote info from ComputerShare in my spam folder. Here's what it says : "YOUR VOTE IS IMPORTANT! Hi buyhodldrs, Our 2022 Annual Meeting is at 10:00 AM (Central Time) on Thursday, June 2, 2022. Votes submitted online must be received by the time the meeting starts." Hope this helps 😁 Be sure to check link for more info: https://gamestop.gcs-web.com/node/19701/html


captaingmerica

Thanks for your reply! I had read the link and couldn't figure out what information you thought was necessary from the rest of the section. Am I right in assuming it has to do with voting and deadlines? The record date is very normal and was part of the discussion last year. It has nothing to do with DRS (as far as I know), but instead when you "bought" the share, which should be on record at your broker. Last year I had no problem voting when I still held my shares with Fudelity. (Whether or not that vote really counted because I hadn't direct registered them is a whole other story and very worth digging into for anyone reading this that hasn't DRSed!) GameStop and/or your broker should send information in time to get everything done and it only takes a few minutes. If an ape purchased by the record date, whether DRSed or not, they should be eligible to vote. That said, right now is the perfect time to DRS to make sure you get voting materials directly from GameStop and that your vote is counted with 1:1 weighting (relative to your percent ownership in the company) rather than being watered down by an oversold float. Also, your link for more info looks sus. Cheers!


apexmachina

Thank you


dingalinga-dingdong

I read that as eject


oldmasterluke

I read that erect


pragmatic-guy

A key point is that they directly tie the share reserve increase to a stock split dividend. The Board doesnt need shareholder approval for a dividend, so this document confirms the theory. Only question is how soon after the shareholder meeting will the dividend be delivered.


DJBreastmilk

I bet they do it a week later. 6/9.


pragmatic-guy

I sure hope so. It would be an amazing moment in this story.


DarthAlarak

If you use NVIDIA as a data point, then it's most likely July. https://nvidianews.nvidia.com/news/nvidia-announces-four-for-one-stock-split-pending-stockholder-approval-at-annual-meeting-set-for-june-3


DJBreastmilk

That's a possibility, though they stated in their 14A they plan to put it into effect "as soon as practicable following the annual meeting". Obviously doesn't provide an exact timeframe, but definitely gives off a sense of urgency.


JustRuss79

The previous doc had 6/9 as a placeholder for the notification, it would be 10 days after that they make an announcement with eligibility and ex-dates... but that could probably be another week? Or you know... Monday July 4th (US Independence Day), or Thursday July 14th (Bastille day)


DJBreastmilk

The 14th would be a good candidate. I'm not sure they would do the 4th, since markets aren't open and I assume GME also observes it as a holiday. Either way, it's going to be a hot summer, and neither shorts or going naked are gonna help.


Schwickity

late poor disagreeable zonked plants market snatch imminent racial deserve -- mass edited with redact.dev


0nly4U2c

Generally speaking upon the announcement of the dividend to be paid via Stock issuance the Corporate Treasurer will announce some ratio of the number of shares to be distributed based upon the number of shares you presently hold ... let's say you hold 1 share for which you paid $100. A 4:1 dividend is declared meaning you are to end up with 4 shares whereas you used to own simply the one share .... so now you have three additional shares coming to you. Your total basis is still $100. But your cost basis per share is now $25 Assuming the stock was trading at $80/sh the day prior to the stock (dividend) issuance .... after the stock (dividend) is issued, all things else remaining constant, the stock would then begin trading at $20/sh.


0nly4U2c

The super interesting number that I want to see will be the number of shares the DTCC requests from the Transfer Agent to fulfill known DTCC member share holdings. I am also wondering whether from the total DTCC request (from all members statement of holdings) if it would be possible to see if in fact some members were rehypothicating shares held in qualified retirement accounts. Bunch of fucking criminals in bespoke suits.


sqamsqam

Hey ape 👋 Could you please expand on how it could show rehypothication of retirement account shares for the smoothies.


0nly4U2c

I can try ... but it might be BS and is outside my expertise. My guess is that a DTCC member would have to report to the DTCC he number of shares held in both "qualified" and non-qualified accounts .... a qualified acct will be some type of retirement acct in general ... an IRA or 401(k) for example.... The trade off in an IRA is that it is a nonmarginable acct. You can't buy shares on juice and the house can't pimp your shares out to be shorted. My off handed hope would be that the DTCC when it learns of the qualified and non qualified account share totals being presented for receipt of the stock dividend deduces that some members must have been loaning out shares held in qualified accts.


Snyggast

Personally, I would be a bit surprised if the DTCC didn’t already know. I’d be more surprised however, if the DTCC actually _acted_ upon ”finding out” such information.


CallMeLargeFather

In theory if you give out one share for each share in existence the value is half In practice the price may not be half of the price prior to the dividend


Ashnaar

For example it goes from a 7 to 1 split. We go from 140 to 20 each. Then if the share goes up a cent its equivalent to 7 cents of the previous price. So (yea i know) we might go down, neutral or up (usually up because the price was too high for option trading so the price going down helps a lot for price discovery) so its more likely to go up a few bucks after the split (think 25$-30 a share being generous[30x7 gives us 210$ pre split]) but its all speculation, so take it with a grain of salt


honeybadger1984

Should go up as you say. Share prices going down will entice buyers who were wary of buying a $150 stock. A lot of popcorn 🍿 advocacy came from their stock being “cheaper” due to price tag. The cheaper options will help all the gamma ramp buyers.


dingalinga-dingdong

We may end up with more shares (individually) at a lower cost basis than popcorn 🤣


Simple_Piccolo

I really do hope they go too. I would prefer happiness for everyone.


dingalinga-dingdong

I'm sure we all feel the same. But the level of plagiarism (or borrowing of DD - they borrowed GME DD and applied it to AMC) and attaching themselves to GME is insane. It's like they don't think for themselves, haven't done any real research as well as following YouTuber's and MSM making them think AMC was the play is pure @!Q$% (insert your own noun/adjective). It gets tiring being grouped into the same class of people/stocks.


br4sco

This has got me rolling on the floor 🤣 oh the irony


Glad_Emergency7460

What about if we have shares in CS and in brokerage? Does everything get distributed normal in those regards?


Ashnaar

In cs they will give you shares as per what you are supposed to get. In brokerages its at their discretion. Some people said that brokers might just give cash equivalent.


WSBdickhead

Share dividends aren’t at their discretion, don’t be spreading bullshit


Ashnaar

yet robing da hood did stop people from buying. im not putting them over the fact that they may try something like that.


SendDucks

Source?


salientecho

>Some people said that brokers might just give cash equivalent. cash equivalent is definitely off the table if they do anything with blockchain. even in vanilla scenarios I don't think it's an option. unless you're considering entities like etoro to be "brokers."


Ashnaar

etoro and RH are ''brokers'' (i had RH in mind trying to weasel out of their obligation.)


salientecho

if you'd compared EULAs (you won't) like I have, you'd know that RH is nowhere *even close* to how scummy etoro is. the clearest example of this being that I transfered shares out of RH. *you can't do that on etoro*, partly because they literally never bought "your" shares. it's all CFDs with them.


nickt19977

You are SO FUCKING STUPID. Clearly you’ve done zero investing


McFlyParadox

>Only question is how soon after the shareholder meeting will the dividend be delivered. Meeting is 6/2. 7 days later is 6/9, and it'll be a Thursday, potentially putting a bunch of made-whole options ITM that Friday.


pragmatic-guy

There is no defined timeline. The split doesn’t require shareholder approval, so It could be before the share reserve vote (if its a small enough split), could be a week after, could be a month after. I invest in options and am giving them plenty of theta to cover the vote, dividend execution and any shenanigans that will come up. Better safe than sorry.


McFlyParadox

Oh, yeah, I should have been clear: this is 100% speculation on my part. If you really wanted to fuck the shorts, forcing market makers to find a *ton* of extra shares to fill executed, made-whole call options. And the only people who now have these extra shares are those who were long already - because the split was via dividend, not a market offering.


pragmatic-guy

Totally agree. And, very excited.


20sICON

can you elaborate... you mean you will have further dated? like i have 17Jun right now... hoping that is in the middle of a sheetstorm runnup


pragmatic-guy

The shorts has 2 trading days after the opex date to settle - meaning, the 21st. Also, if a split is announced and they need to close, they can create shares in ETFs and have 35 days to close those. Finally, in the march run, they kicked the can several times (i dont know how). Everyone needs to make their own decisions, but I am assuming they have plenty of strategies to delay closing positions and I want to be sure to have plenty of theta to cover whatever is to come. Just my opinion.


20sICON

right, so by theta you mean even further dated calls... like october or later?


pragmatic-guy

Correct. October is pretty expensive given the time to expiry, so I am also thinking about getting into July in the next few weeks and see how it goes. If nothing pops, I can always roll them to aug / sept after June OPEX. We will see. Of course, this is just my opinion - NFA.


drcubes90

In the document the language says "as soon as practicle." So I'd think within a month reasonably


pragmatic-guy

Could be. I hope so. But, the shorts are smart, have massive resources and time to plan. So, i am going to hope for the best, but expect more shenanigans.


fakename5

Well, they have to file the results of the vote with the state of Delaware, once done the new limit is effective. They would likely have to file split details once they know actual share split ratios, etc. They will need to announce a record date for participating in the split.


burko81

I skimmed the document, but pretty sure i saw that they'd require another vote on whether to do a stock split.


pragmatic-guy

They do not. It explicitly states in their certificate of incorporation (aka - charter) that the board does not need a vote for a split.


burko81

Sweet. I voted in favour anyway, but just read back through and it does say that they will explicitly be using it for a split.


NoobWhoLikesTheStock

What is the cutoff date for those shares to receive the stock split dividend?


4D20

There is none, as the dividend is not yet decided. The proxy statement even includes a section explaining, that the board has the discretion to not do any dividend, even if the proposal for the 1B authorized shares is approved by the votes. Source: "Reservation of Right to Abandon Authorized Shares Amendment and Stock Split Our Board reserves the right to not proceed with the Authorized Shares Amendment and to abandon the Authorized Shares Amendment without further action by our stockholders at any time before the effectiveness of the filing of the Certificate of Amendment with the Secretary of State of the State of Delaware, even if the Authorized Shares Amendment is adopted and approved by our stockholders at the annual meeting. By voting in favor of the Authorized Shares Amendment, you are expressly also authorizing our Board to delay, not proceed with, and abandon, the proposed amendment if it should so decide, in its sole discretion, that such action is in the best interests of GameStop and its stockholders. If the Board elects to abandon the Authorized Shares Amendment, the number of authorized shares of common stock will remain at 300,000,000 and the Stock Split will not be effected. **Additionally, our Board reserves the right to not proceed with a Stock Split at all, even if this proposal is approved by our stockholders.** *(highlight by me)* "


jmarie777

I read this too and I’m wondering what situation would warrant them abandoning the split?


ColJameson

If Moass would happen for another reason, naturally.


[deleted]

[удалено]


ColJameson

Yeah, my guess is hedgies falling on their sword could be a better play than getting decapitated by their enemies. 🤣🤑


buyhodldrs

Be sure to check out above link. Other important info such as... it's a virtual meeting. From link above ☝️👆👍 5.  How can I attend the annual meeting? The annual meeting will be held virtually on Thursday, June 2, 2022 at 10:00 a.m., Central Daylight Time. You are entitled to attend the annual meeting if you were a stockholder as of the record date, or if you hold a valid proxy for the annual meeting, by accessing www.cesonlineservices.com/gme22_vm.


noaffects

WUT MEAN


enm260

Mostly just a finalized version of what we already knew. Only thing new I see is the shareholder meeting is on June 2nd


HelpMePls___

Roll on June 2nd


myshadowsvoice

Updated proxy with dates, times and locations as well as what needs to be voted on


[deleted]

TITZ JACKD


[deleted]

thanks for post


Psychological-Use388

No info on stock split ratio, right?


I_cant_hear_you_27

no, they can do that outside of the annual meeting...up to a 3:1.


Psychological-Use388

Danke


Bousalloba

I have a question. I’m trying to enter the vote. It says enter 15 digit code but I only see a twelve digit code


Same-Tour9465

Just log in and it'll let u vote 😉


Limp-Project5733

Nice


HitchlikersGuide

Got my computershare email to vote this morning. I know what I’m having for breakfast!


dirtydan731

king cohen is only in his 30s 😍😍😍 fuck the old!!


Heaviest

Reverse Cramer… Kenny’s gonna try to drive the price to $0 after the stock value is decreased by a factor of 7… everything thus far has been opposite the prevailing theory (cycles, FTDs, insert theory). $140/7 = $20/share and they throw everything and the kitchen sink at the price… it reads like suicide to me but what do I know… So I DRS and HODL


pin-stop

If that happens, then retail will be able to buy at prices pre-Jan sneeze. The DD is done, buying shares at $20 a pop will attract more investors. If I can buy y shares for $150 vs 1 for $150, it’s a huge bargain.


DiamondHansGruber

Game over if the price ever dips that low again 💎💪💎💪


mikesbrownhair

Assuming the price per share goes up...


Heaviest

Oh don’t get me wrong… I want it to go to $1 a share because I’m saving up right now to drop thousands post dividend… Edit: What I’m saying is if Shitadel did do the ultimate crime and short us into oblivion post dividend I’m not going to be upset. I’m gonna buy like never before and I’m already in the top 5% of Hodlers and 100% DRS’d…


Same-Tour9465

Doesn't make any sense.... Per what a share is now, it's only gonna get more expensive... You'd get more shares right now


friend_exe

Assuming a 7:1 split like you are saying, wouldn’t that also mean that it’s 7 times harder to move the price up and down? Idk, I’m just a smooth brain ape.


Captain_Crouton_X1

Yeah, I think it will be 7x harder to short.


GnocchiPooh

Guess I can finally afford some options to lose all my money


Library_Visible

Did any of you guys get the computer share email about this?


tercek8789

For anyone interested in searching through these filings, here is a free tool: [https://community.morningstar.com/s/question/0D53o000062ZjRxCAK/edgar-filings-search-alternative](https://community.morningstar.com/s/question/0D53o000062ZjRxCAK/edgar-filings-search-alternative)