Current Report Filing (8-k)
June 05 2020 - 8:00AM
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 2, 2020
ASTRONOVA, INC.
(Exact
name of registrant as specified in its charter)
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Rhode Island
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0-13200
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05-0318215
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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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600 East Greenwich Avenue
West Warwick, RI 02893
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(Address of principal executive offices) (Zip Code)
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(401) 828-4000
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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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 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).
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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, $0.05 Par Value
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ALOT
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NASDAQ Global Market
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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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We held our annual meeting of shareholders on June 2, 2020. A total of 7,096,596 shares of our common stock were outstanding as of
April 3, 2020, the record date for the annual meeting.
At the annual meeting, our shareholders voted (i) to elect six directors
to serve until the next annual meeting of shareholders and thereafter until their respective successors are elected and qualified, (ii) to approve an advisory (non-binding) proposal on the compensation
paid to our executive officers, and (iii) to ratify the appointment of Wolf & Company, P.C. as our independent registered public accounting firm for our fiscal year ending January 31, 2021. Set forth below are the matters
acted upon at the annual meeting and the final voting results on each matter as reported by our inspector of elections.
1.
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Election of directors.
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Nominee
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For
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Withheld
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Broker
Non-Votes
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Jean A. Bua
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3,936,410.47
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622,521.18
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1,662,372
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Mitchell I. Quain
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3,852,744.47
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706,187.18
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1,662,372
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Yvonne E. Schlaeppi
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3,980,189.47
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578,742.18
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1,662,372
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Harold S. Schofield
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3,965,671.02
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593,260.64
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1,662,372
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Richard S. Warzala
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4,187,643.47
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371,288.18
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1,662,372
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Gregory A. Woods
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4,057,200.37
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501,731.28
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1,662,372
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2.
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To approve, on an advisory, non-binding basis, the compensation paid
to our 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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3,452,174.05
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1,089,892.61
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16,865
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1,662,372
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3.
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To ratify the appointment of Wolf & Company, P.C. as our independent registered public accounting
firm for our fiscal year ending January 31, 2021.
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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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5,379,324.65
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482,205
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359,774
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0
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2
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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ASTRONOVA, INC.
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Dated: June 5, 2020
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By:
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/s/ David S. Smith
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David S. Smith
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Vice President, Chief Financial
Officer and Treasurer
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3
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