Item 5.07 – Submission of Matters to a Vote of Security
Holders
On May 17, 2017, 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 2017 fiscal year, the approval to adopt the Escalade, Incorporated 2017 Incentive
Plan, 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 seven incumbent directors whose terms were expiring
were nominated for reelection for a one-year term. The results of the voting in the election of directors are as follows:
|
Number of Votes
|
|
|
Director Nominee
|
For
|
Withheld
|
|
|
|
George Savitsky
|
9,247,244
|
77,767
|
Richard D. White
|
9,140,227
|
184,784
|
Edward E. Williams
|
8,975,585
|
349,426
|
Richard Baalmann, Jr.
|
8,976,323
|
348,688
|
David L. Fetherman
|
8,719,485
|
605,526
|
Patrick J. Griffin
|
8,335,944
|
989,067
|
Walter P. Glazer, Jr.
|
9,256,402
|
68,609
|
Therefore, Messrs. George Savitsky, Richard D. White, Edward
E. Williams, Richard Baalmann, Jr., David L. Fetherman, Patrick Griffin, and Walter Glazer, Jr. were elected to the Board. There
were 3,902,383 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 2017 fiscal year, the
Company’s stockholders ratified such appointment by a vote of 12,301,570 shares FOR, 465,731 shares AGAINST, and 460,093
shares ABSTAINED, with no broker non-votes. Therefore, the appointment of BKD, LLP was approved.
As to the approval to adopt the Escalade,
Incorporated 2017 Incentive Plan, including issuance of shares of common stock authorized thereunder, the Company’s stockholders
ratified by a vote of 8,067,397 FOR, 1,205,818 shares AGAINST, and 51,796 shares ABSTAINED. There were 3,902,383 broker non-votes.
Therefore, the adoption of the Escalade, Incorporated 2017 Incentive Plan 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 12,433,975 shares FOR,
706,586 shares AGAINST, and 86,833 shares ABSTAINED. Therefore the compensation for our named executive officers was approved,
by non-binding vote.