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 1934.3
 
 
 
 
 
 
 
Date of Report:
 
 
(Date of earliest event reported)
 
 
June 4, 2019
 
 
 
 
 
 
 
Rent-A-Center, Inc.
 
 
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
 
 
 
 
Delaware
001-38047
45-0491516
 
 
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
 
 
 
 
 
 
 
 
 
 
5501 Headquarters Drive
 
 
Plano, Texas 75024
 
 
(Address of principal executive offices and zip code)
 
 
 
 
 
 
 
(972) 801-1100
 
 
(Registrant's telephone number, including area code)
 
 
 
 
 
 
 
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:
¨
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 Annual Meeting of Stockholders of Rent-A-Center, Inc. (the “Company”) was held on June 4, 2019. At the meeting, the Company’s stockholders voted on three matters: (1) election of two Class I Directors, (2) ratification of the Audit Committee’s appointment of KPMG LLP, registered independent accountants, as the Company’s independent auditors for the fiscal year ended December 31, 2019, and (3) the approval, on a non-binding basis, of an advisory resolution on executive compensation. The final voting results for each proposal are set forth below.
Proposal One: Having received more than a majority of votes cast at the meeting, each of the individuals named below was elected to a three-year term as a Class III Director:
 
Nominee
Votes For
Votes Against
Abstentions
Broker Non-Votes
 
 
Harold Lewis
40,530,174
393,299
56,277
4,326,145
 
 
Carol A. McFate
40,615,369
309,864
54,518
4,326,144
 
The following directors’ terms of office continued after the Annual Meeting of Stockholders:
Jeffery J. Brown
Mitchell E. Fadel
Michael J. Gade
Christopher B. Hetrick
Proposal Two: The selection of KPMG LLP, registered independent accountants, as the Company’s independent auditors for the fiscal year ended December 31, 2019, was ratified with voting on the proposal as follows:
 
Votes For
Votes Against
Abstentions
 
 
44,590,434
639,044
76,417
 
Proposal Three: The approval, on a non-binding basis, of the advisory resolution on executive compensation:
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
 
 
40,387,587
507,315
84,848
4,326,145
 





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.
 
 
 
 
 
 
 
   
 
RENT-A-CENTER, INC.
 
 
 
 
Date:
June 6, 2019
 
By:
/s/ Dawn M. Wolverton
 
 
 
 
Dawn M. Wolverton
 
 
 
 
Vice President - Assistant General Counsel and Secretary
 
 
 
 
 


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