Current Report Filing (8-k)
October 03 2019 - 12:25PM
Edgar (US Regulatory)
0001368622
false
0001368622
2019-09-26
2019-09-27
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
September 27, 2019
AEROVIRONMENT,
INC.
(Exact name of registrant as specified in
its charter)
Delaware
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001-33261
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95-2705790
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(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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incorporation or organization)
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900 Innovators Way
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Simi Valley, California
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93065
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including
area code: (805) 520-8350
Securities registered pursuant to
Section 12(b) of the Act:
Title of Class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.0001 per share
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AVAV
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The NASDAQ Stock Market LLC
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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):
¨
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))
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 5.07. Submission of Matters to a Vote of
Security Holders.
The 2019 Annual Meeting of Stockholders
of AeroVironment, Inc. (the “Company”) was held on September 27, 2019, at 9:00 a.m., Pacific Time, at the
Company’s offices at 994 Innovators Way, Simi Valley, CA 93065. A brief description of matters voted upon at the meeting
and the final voting results are set forth below:
Proposal 1 — Election of Directors
The Company’s stockholders elected
the three persons nominated by the Board of Directors as Class I directors for a three-year term as follows:
Number of Shares
Name of Director
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For
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Withheld
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Broker Non-Votes
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Charles Thomas Burbage
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16,244,497
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420,216
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2,805,538
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Charles R. Holland
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14,252,547
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2,412,166
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2,805,538
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Edward R. Muller
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16,576,790
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87,923
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2,805,538
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Each of the above directors shall serve
for a term of three years and until his successor has been duly elected and qualified.
Proposal 2 — Ratification of Company’s Independent
Auditors
The Audit Committee selected Deloitte &
Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2020.
The Company’s stockholders ratified the selection of Deloitte & Touche LLP as follows:
Number of Shares
For
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Against
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Abstain
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19,326,553
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108,077
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35,621
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Proposal 3 — Advisory Vote on the Compensation of the
Company’s Named Executive Officers
The Company’s stockholders approved,
by an advisory vote, the compensation of the Company’s named executive officers, as disclosed in the proxy statement, by
the following vote:
Number of Shares
For
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Against
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Abstain
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Broker Non-Votes
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16,410,122
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199,490
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55,101
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2,805,538
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SIGNATURE
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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AEROVIRONMENT, INC.
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Date: October 3, 2019
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By:
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/s/ Wahid Nawabi
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Wahid Nawabi
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President and Chief Executive Officer
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