SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
CURRENT REPORT Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) April 22, 2014
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
|(Commission File Number)||(IRS Employer Identification No.)|
|817 Maxwell Ave, Evansville, Indiana||47711|
|(Address of Principal Executive Offices)||(Zip Code)|
|(Registrant’s Telephone Number, Including Area Code)|
|(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 (see General Instruction A.2. below):
|o||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|o||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|o||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|o||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Section 5 – Corporate Governance and Management
Item 5.07 – Submission of Matters to a Vote of Security Holders
On April 22, 2014, Escalade, Incorporated (the “Company”) held its Annual Meeting of Stockholders for which the Board of Directors solicited proxies. At the Annual Meeting, the stockholders voted on the election of directors, the appointment of the Company’s independent registered public accounting firm for the Company’s 2014 fiscal year, the approval, by non-binding vote of the compensation of named executive officers.
In the election of directors, as described in the Company’s proxy statement relating to the Annual Meeting, the three incumbent directors whose terms were expiring were nominated for reelection for a two-year term. The four other incumbent directors are currently serving a two year term that will expire at the 2015 Annual Meeting. The results of the voting in the election of directors are as follows:
|Number of Votes|
|Richard D. White||8,595,858||559,707|
|Edward E. Williams||8,603,897||551,668|
Therefore, Messrs. George Savitsky, Richard D. White and Edward E. Williams were elected to the Board. There were 3,771,483 broker non-votes with respect to the election of each of the nominees.
As to the appointment of the firm, BKD, LLP, to serve as the Company’s independent registered public accounting firm for the Company’s 2014 fiscal year, the Company’s stockholders ratified such appointment by a vote of 12,887,180 shares FOR, 19,981 shares AGAINST, and 19,887 shares ABSTAINED, with no broker non-votes. Therefore, the appointment of BKD, LLP was approved.
As to the approval, by non-binding vote, of the compensation of our named executive officers the Company’s stockholders ratified by a vote of 8,716,029 shares FOR, 318,701 shares AGAINST, and 120,835 shares ABSTAINED. There were 3,771,483 broker non-votes. Therefore the compensation for our named executive officers was approved, by non-binding vote.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Escalade, Incorporated has duly caused this report to be signed on its behalf in Evansville, Indiana by the undersigned hereunto duly authorized.
|Date: April 24, 2014||ESCALADE, INCORPORATED|
|By: /s/ Deborah J. Meinert|
|Vice President Finance, Chief Financial Officer and Secretary|