KURA SUSHI USA, INC. 8-K

What Happened

• Kura Sushi USA, Inc. announced the results of its 2026 Annual Meeting of Stockholders held January 21, 2026 at the company offices in Irvine, CA. Stockholders elected five director nominees, ratified KPMG LLP as the company’s independent auditors for fiscal 2026, and approved, on an advisory basis, the named executive officers’ compensation.
• At the start of the meeting 9,613,169 shares of Class A common stock and 1,000,050 shares of Class B common stock were present in person or by proxy, representing 92.9% of the combined voting power (holders of Class A had one vote per share; Class B had ten votes per share; record date November 24, 2025).

Key Details

• Directors elected (terms until the 2027 annual meeting):
  • Shintaro Asako — For: 17,242,990; Against: 1,618,426; Abstain: 4,666; Broker non-votes: 747,587
  • Treasa Bowers — For: 17,328,724; Against: 1,532,585; Abstain: 4,773; Broker non-votes: 747,587
  • Claudia Schaefer — For: 18,857,589; Against: 3,746; Abstain: 4,747; Broker non-votes: 747,587
  • Carin L. Stutz — For: 17,004,112; Against: 1,857,088; Abstain: 4,882; Broker non-votes: 747,587
  • Hajime Uba — For: 17,357,810; Against: 1,503,605; Abstain: 4,667; Broker non-votes: 747,587
• Auditor ratification (Proposal Two): KPMG LLP ratified as independent registered public accounting firm for fiscal year ending August 31, 2026 — For: 19,596,028; Against: 12,893; Abstain: 4,748.
• Advisory vote on executive compensation (Proposal Three): Approved — For: 18,594,882; Against: 265,335; Abstain: 5,865; Broker non-votes: 747,587.
• The company furnished a related press release as Exhibit 99.1 in the 8-K filed January 22, 2026; the report was signed by CFO Jeffrey Uttz.

Why It Matters

• The re-election of the board slate and ratification of auditors are governance actions that confirm continuity in leadership and the company’s choice of independent auditor for the coming fiscal year.
• The advisory approval of executive compensation indicates shareholder support for the company’s pay practices for named executives (non-binding).
• Investors tracking governance, board composition, or auditor continuity can use these outcomes to assess stewardship and any near-term implications for oversight or financial reporting.