Current Report Filing (8-k)
May 22 2019 - 6:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 20, 2019
DORMAN PRODUCTS, INC.
(Exact Name of Registrant as Specified in Charter)
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Pennsylvania
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000-18914
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23-2078856
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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3400 East Walnut Street, Colmar, Pennsylvania 18915
(Address of Principal Executive Offices, and Zip Code)
(215)
997-1800
Registrants Telephone Number, Including Area Code
Not Applicable
(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):
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☐
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Written communication 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
communication 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
communication pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each 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
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DORM
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NASDAQ Global Select Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (17 CFR §230.405) or Rule
12b-2
of the Securities Exchange Act of 1934 (17 CFR
§240.12b-2).
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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The 2019 Annual Meeting of Shareholders (Annual Meeting) of Dorman Products, Inc. (the Company) was held on
May 20, 2019. During the Annual Meeting, shareholders were asked to consider and vote upon three proposals: (1) to elect seven directors, each to serve for a term of one year to expire at the next annual meeting of shareholders and until
his or her successor has been elected and qualified or until his or her earlier death, resignation or removal; (2) to approve, on an advisory basis, the compensation of the Companys named executive officers; and (3) to ratify KPMG
LLP as the Companys independent registered public accounting firm for the 2019 fiscal year.
On the record date of March 15,
2019, there were 33,002,715 shares of the Companys common stock issued and outstanding and entitled to vote at the Annual Meeting. For each proposal, the results of the shareholder voting were as follows:
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1.
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The following nominees were each elected to serve as director for a term of one year to expire at the next
annual meeting of shareholders and until his or her successor has been elected and qualified or until his or her earlier death, resignation or removal based upon the following votes:
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Nominee
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Votes in Favor
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Votes Against
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Abstain
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Broker Non-Votes
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Steven L. Berman
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29,484,347
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218,314
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7,275
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1,669,723
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Kevin M. Olsen
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29,519,589
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183,067
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7,280
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1,669,723
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John J. Gavin
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29,327,422
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375,233
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7,281
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1,669,723
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Paul R. Lederer
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25,873,708
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3,828,867
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7,361
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1,669,723
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Richard T. Riley
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26,340,041
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3,362,415
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7,480
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1,669,723
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Kelly A. Romano
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29,414,858
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267,603
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7,475
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1,669,723
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G. Michael Stakias
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26,339,172
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3,363,284
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7,480
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1,669,723
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2.
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The compensation of the Companys named executive officers, as described in the proxy statement, was
approved on an advisory basis based upon the following votes:
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Votes in Favor
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Votes Against
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Abstain
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Broker
Non-Votes
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29,522,496
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93,348
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94,092
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1,669,723
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3.
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KPMG LLP was ratified as the Companys independent registered public accounting firm for the 2019 fiscal
year based upon the following votes:
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Votes in Favor
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Votes Against
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Abstain
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31,166,680
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205,910
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7,069
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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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DORMAN PRODUCTS, INC.
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Date: May 22, 2019
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By:
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/s/ David M. Hession
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Name:
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David M. Hession
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Title:
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Chief Financial Officer
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