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)

May 628, 2025

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Cricut, Inc.

(Exact name of registrant as specified in its charter)

___________________________________


Delaware	001-40257	87-0282025
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

10855 South River Front Parkway

South Jordan, Utah 84095

(Address of principal executive offices,) ~~including~~(Zip ~~zip~~ code)

(385) 351-0633

(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 $0.001 per share

CRCT

The Nasdaq Global Select Market

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 25.0203 ~~Results~~Amendments to Articles of ~~Operations~~Incorporation ~~and~~or ~~Financial~~Bylaws; ~~Condition~~Change in Fiscal Year.

OnAt the Cricut Inc. (the “Company”) 2025 Annual Meeting of Stockholders (the “Annual Meeting”), held on May 6 28, 2025 via live audio webcast, the Company’s ~~issued~~stockholders aapproved ~~press~~an ~~release~~amendment ~~and~~to ~~will~~the ~~hold~~Company’s aAmended ~~conference~~and ~~call~~Restated ~~announcing~~Certificate ~~its~~of ~~financial~~Incorporation ~~results~~to provide for ~~its~~the ~~first~~exculpation ~~quarter~~of ~~ended~~certain ~~March 31~~of the Company’s officers from liability in specific circumstances, ~~2025~~as permitted by Delaware law (the “Charter Amendment”). A ~~copy~~description of the ~~press~~Charter ~~release~~Amendment iswas ~~furnished~~set ~~herewith~~forth asin ~~Exhibit~~the 99Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on April 15, 2025.1 The Charter Amendment became effective upon the filing of a Certificate of Amendment to the Company’s Amended and ~~incorporated~~Restated ~~herein~~Certificate byof ~~reference~~Incorporation with the Secretary of State of the State of Delaware on May 29, 2025 (the “Certificate of Amendment”).

The ~~information~~foregoing ~~contained~~description ~~herein~~of ~~and in~~ the ~~accompanying~~Charter ~~exhibit~~Amendment ~~are~~does ~~“furnished”~~not ~~and~~purport ~~shall~~to ~~not~~ be ~~deemed~~complete ~~“filed”~~and ~~for~~is ~~purposes~~qualified ofin ~~Section~~its 18entirety ofby ~~the~~reference ~~Securities~~to ~~Exchange Act of 1934, as amended (~~the ~~“Exchange~~full ~~Act”),~~text orof ~~otherwise subject to~~ the ~~liabilities~~Certificate of ~~that section~~Amendment, ~~and~~a ~~shall~~copy ~~not~~of bewhich ~~incorporated~~is byfiled ~~reference in any filing under the Securities Act of 1933,~~ as ~~amended,~~Exhibit or3.1 ~~the~~to ~~Exchange~~this ~~Act~~Current ~~regardless~~Report ofon ~~any~~Form ~~general~~8-K ~~incorporation~~and ~~language~~is ~~in such filing, unless expressly~~ incorporated herein by ~~specific~~ reference ~~in such filing~~.

Item 75.0107 ~~Regulation~~Submission FDof ~~Disclosure~~Matters to a Vote of Security Holders.

The ~~Company~~information ~~announces~~set ~~material~~forth ~~information~~in toItem ~~the~~5.03 ~~public~~above ~~through~~is ~~filings~~incorporated ~~with~~by ~~the~~reference ~~Securities~~herein. ~~and~~At ~~Exchange~~its ~~Commission~~Annual Meeting held on May 28, or2025, the ~~SEC,~~Company elected the ~~investor~~following ~~relations~~seven ~~page~~individuals onto ~~the~~its ~~Company’s~~Board ~~website,~~of ~~press~~Directors ~~releases,~~(the ~~public~~“Board”). ~~conference~~Each ~~calls,~~director ~~webcasts,~~will serve for the ~~Company’s~~ensuing ~~news~~year ~~site~~and atuntil ~~cricut.com/press~~his ~~and~~or ~~blog~~her ~~posts~~successor onis ~~the~~duly ~~Company’s~~elected ~~corporate~~and ~~website~~qualified.

The information disclosed by the foregoing channels could be deemed to be material information. As such, the Company encourages investors, the media and others to follow the channels listed above and to review the information disclosed through such channels.


Nominee	Votes For	Votes Withheld	Broker Non-Votes
Ashish Arora	789,036,358	5,882,792	19,962,173
Steven Blasnik	787,742,724	7,176,426	19,962,173
Russell Freeman	788,236,359	6,682,791	19,962,173
Jason Makler	784,388,656	10,530,494	19,962,173
Melissa Reiff	789,170,053	5,749,097	19,962,173
Billie Williamson	789,169,853	5,749,297	19,962,173
Heidi Zak	794,240,712	678,438	19,962,173

~~Any~~In ~~updates~~addition, to the ~~list~~following ofproposals ~~disclosure~~were ~~channels~~voted ~~through which the Company announces information will be posted~~ on ~~the~~and ~~investor~~approved ~~relations~~at ~~page on~~ the ~~Company’s~~Annual ~~website~~Meeting.

Item 8.01 Other Events


	Votes For	Votes Against	Abstentions	Broker Non-Votes
Proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as described in the proxy statement.	780,796,013	13,843,404	279,733	19,962,173
Proposal to ratify the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.	814,614,796	208,597	57,930	0
Proposal to approve the amendment of the Company’s Amended and Restated Certificate of Incorporation to permit the exculpation of certain officers.	785,433,595	9,157,505	328,050	19,962,173

On May 6, 2025, the Company announced that the Board of Directors approved a share repurchase program authorizing the Company to purchase up to an aggregate of $50 million of the Company’s Class A common stock. The share repurchase program is in accordance with Rule 10b-18 and/or Rule 10b5-1 of the Exchange Act. Subject to applicable rules and regulations, the shares may be purchased from time to time in the open market or in privately negotiated transactions. Such purchases will be at times and in amounts as the Company deems appropriate, based on factors such as market conditions, legal requirements and other business considerations. The share repurchase program may be suspended or discontinued at any time and does not have a predetermined expiration date.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits


Exhibit Number			Exhibit Description
3.1			Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Cricut, Inc.
104			Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

Exhibit Number			Exhibit Description
99.1			Press Release issued by Cricut, Inc. dated May 6, 2025
104			Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

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.

		Cricut, Inc.
Date:	~~May~~June 62, 2025	/s/ Kimball Shill
		Kimball Shill
		Chief Financial Officer

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