Current Report Filing (8-k)
June 12 2020 - 04:53PM
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 11, 2020
HOOKER FURNITURE CORPORATION
(Exact name of registrant as specified in its charter)
|
Virginia |
000-25349 |
54-0251350 |
|
(State or other jurisdiction of
incorporation or organization)
|
(Commission
File No.)
|
(I.R.S. Employer
Identification No.) |
| |
|
|
|
440 East Commonwealth Boulevard,
Martinsville, Virginia
|
24112 |
(276)
632-2133 |
| (Address of
principal executive offices) |
(Zip
Code) |
(Registrant’s telephone number,
including area code)
|
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))
Securities registered pursuant to Section 12(b) of the Act:
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
|
Common Stock, no par value
|
HOFT
|
NASDAQ Global Select Market
|
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. Submission of Matters to a Vote of Security
Holders.
At the Annual Meeting of Shareholders of Hooker Furniture
Corporation (the “Company”) held on June 11, 2020, shareholders
voted on the matters described below:
| |
1.
|
The Company’s shareholders elected each of the following eight
directors to serve a one-year term on the Company’s Board of
Directors by the following vote:
|
|
Director
|
|
For
|
|
|
Withheld
|
|
|
Non-votes
|
|
|
Paul B. Toms, Jr.
|
|
|
9,665,184 |
|
|
|
144,917 |
|
|
|
1,044,848 |
|
|
W. Christopher Beeler, Jr.
|
|
|
9,632,081 |
|
|
|
178,020 |
|
|
|
1,044,848 |
|
|
Paulette Garafalo
|
|
|
9,756,373 |
|
|
|
53,728 |
|
|
|
1,044,848 |
|
|
Tonya H. Jackson
|
|
|
9,756,180 |
|
|
|
53,921 |
|
|
|
1,044,848 |
|
|
E. Larry Ryder
|
|
|
9,705,982 |
|
|
|
104,119 |
|
|
|
1,044,848 |
|
|
Ellen C. Taaffe
|
|
|
9,675,832 |
|
|
|
134,269 |
|
|
|
1,044,848 |
|
|
Henry G. Williamson, Jr.
|
|
|
9,665,893 |
|
|
|
144,208 |
|
|
|
1,044,848 |
|
| |
2.
|
The Company’s shareholders approved the 2020 Amendment and
Restatement of the Hooker Furniture Corporation Stock Incentive
Plan as disclosed in the Company’s Proxy Statement for the Annual
Meeting. The proposal was approved by the following vote:
|
|
Votes For
|
|
|
Votes Against
|
|
|
Abstain
|
|
|
Broker Non-votes
|
|
|
9,547,179 |
|
|
|
201,423 |
|
|
|
61,499 |
|
|
|
1,044,848 |
| |
3.
|
The Company’s shareholders ratified the selection of KPMG LLP
as the Company’s independent registered public accounting firm for
the fiscal year ending January 31, 2021 by the following vote:
|
|
Votes For
|
|
|
Votes Against
|
|
|
Abstain
|
|
|
10,734,054 |
|
|
|
102,742 |
|
|
|
18,153 |
| |
4.
|
The Company’s shareholders approved, on an advisory basis, the
executive compensation program for its named executive officers as
disclosed in the Company’s Proxy Statement for the Annual Meeting.
The proposal was approved by the following vote:
|
|
Votes For
|
|
|
Votes Against
|
|
|
Abstain
|
|
|
Broker Non-votes
|
|
|
9,681,038 |
|
|
|
87,691 |
|
|
|
41,372 |
|
|
|
1,044,848 |
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.
HOOKER FURNITURE CORPORATION
By: /s/ Paul A. Huckfeldt
Paul A. Huckfeldt
Chief Financial Officer and
Senior Vice-President - Finance and Accounting
Date: June 12, 2020
Hooker Furniture (NASDAQ:HOFT)
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