Current Report Filing (8-k)
June 16 2017 - 9:01AM
Edgar (US Regulatory)
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): June 15, 2017
Gevo, Inc.
(Exact name
of registrant as specified in its charter)
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Delaware
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001-35073
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87-0747704
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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345 Inverness Drive South, Building C, Suite 301
Englewood, CO 80112
(Address of principal executive offices)(Zip Code)
Registrants telephone number, including area code: (303)
858-8358
N/A
(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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in 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 5.07.
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Submission of Matters to a Vote of Security Holders.
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On June 15, 2017, Gevo, Inc. (the
Company) held the 2017 Annual Meeting of Stockholders (the Annual Meeting) in Englewood, Colorado. At the Annual Meeting, the Companys stockholders voted on, and approved, the following proposals:
Proposal No. 1 Election of two Class I directors to hold office until the 2020 Annual Meeting of Stockholders, and until their respective
successors have been duly elected and qualified.
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Nominee:
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For
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Withhold
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Broker
Non-Votes
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Ruth I. Dreessen
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2,165,410
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263,033
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6,271,024
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Patrick R. Gruber
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2,058,975
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369,468
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6,271,024
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Proposal No. 2 Approval, for purposes of the rules of The NASDAQ Stock Market LLC, the potential issuance of more
than 19.99% of the Companys outstanding common stock upon conversion of, or related to, the Companys 12.0% Convertible Senior Secured Notes due 2020.
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For
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Against
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Abstain
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Broker
Non-Votes
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2,115,763
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295,699
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16,981
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6,271,024
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Proposal No. 3 Ratification of the appointment of Grant Thornton LLP as the Companys independent registered
public accounting firm for the fiscal year ending December 31, 2017.
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For
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Against
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Abstain
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8,068,922
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502,859
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127,686
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Proposal No. 4 Advisory
(non-binding)
vote to approve the compensation of
the Companys named executive officers.
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For
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Against
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Abstain
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Broker
Non-Votes
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1,880,336
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521,789
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26,318
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6,271,024
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Proposal No. 5 Advisory
(non-binding)
vote on the frequency of future
advisory votes to approve the compensation of the Companys named executive officers.
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One Year
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Two Years
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Three Years
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Abstain
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Broker
Non-Votes
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703,695
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1,599,255
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46,029
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79,464
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6,271,024
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As indicated above, a significant majority of stockholders voted, on an advisory basis, in favor of holding future advisory
votes to approve the compensation of the Companys named executive officers every two years. In light of these results, the Board of Directors of the Company (the Board) has determined to hold an advisory vote to approve the
compensation of the Companys named executive officers every two years until the next required advisory vote on the frequency of future votes on named executive officer compensation or until the Board otherwise determines that a different
frequency for such advisory votes is in the best interests of the stockholders of the Company.
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.
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GEVO, INC.
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Dated: June 16, 2017
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By:
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/s/ Geoffrey T. Williams, Jr.
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Geoffrey T. Williams, Jr.
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General Counsel and Secretary
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