Revised definitive proxy soliciting materials



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UNITED STATES




SECURITIES AND EXCHANGE COMMISSION


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Washington, D.C. 20549










SCHEDULE 14A




Proxy Statement Pursuant to Section 14(a) of the




Securities Exchange Act of 1934 (Amendment No. 1)









Filed by the
Registrant  ☒                             Filed by a Party other than the
Registrant  ☐



Check the appropriate box:


























































Preliminary Proxy Statement







Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))







Definitive Proxy Statement






Definitive Additional Materials






Soliciting Material Pursuant to § 240.14a-12



Smith
& Wesson Brands, Inc.




(Name of Registrant as Specified in its Charter)






(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)



Payment of Filing Fee (Check the appropriate box):


































































































































No fee required.






Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.






(1)



Title of each class of securities to which transaction applies:









(2)



Aggregate number of securities to which transaction applies:









(3)



Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing
fee is calculated and state how it was determined):









(4)



Proposed maximum aggregate value of transaction:









(5)



Total fee paid:












Fee paid previously with preliminary materials.






Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.






(1)



Amount Previously Paid:









(2)



Form, Schedule or Registration Statement No.:









(3)



Filing Party:









(4)



Date Filed:























AMENDMENT NO. 1 TO THE PROXY STATEMENT




DATED AUGUST 18, 2021 FOR THE




ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 27, 2021








EXPLANATORY NOTE



This
Amendment No. 1 to Schedule 14A, or Amendment No. 1, is being filed to amend Smith & Wesson Brand, Inc.’s definitive proxy statement for its Annual Meeting of Stockholders, or the Meeting, which was filed with the Securities
and Exchange Commission on August 18, 2021, or the Proxy Statement, solely to correct an inadvertent typographical error on the Notice of Annual Meeting of Stockholders. All other items of the Proxy Statement are incorporated herein by
reference without modification.



Except as specifically discussed in this Explanatory Note, this Amendment No. 1 does not otherwise
modify or update any other disclosures presented in the Proxy Statement. In addition, this Amendment No. 1 does not reflect events occurring after the date of the Proxy Statement or modify or update disclosures that may have been affected
by subsequent events.




CHANGE TO THE PROXY STATEMENT



In the Notice of Annual Meeting of Stockholders accompanying the Proxy Statement, there is a calendar graphic next to which the date of the
Meeting is provided. The day of the week preceding the date of the meeting is incorrectly stated as Tuesday. The correct day of the week of the Meeting is Monday. Accordingly, such reference is hereby amended to correctly state the day and date of
the Meeting as Monday, September 27, 2021.




Important Notice Regarding the Availability of




Proxy Materials for the Meeting to be Held on September 27, 2021:



This change to the Proxy Statement in this Amendment No. 1 has been incorporated into the Notice of the Meeting and the Proxy Statement,
which are being mailed to stockholders and which are available, along with this Amendment No. 1, online at

www.proxyvote.com

and

ir.smith-wesson.com

.




The above information was disclosed in a filing to the SEC. To see the filing, click here.

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