Current Report Filing (8-k)
August 18 2022 - 04:45PM
Edgar (US Regulatory)
FALSE000093993000009399302022-08-182022-08-18
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):
August 18, 2022
Pyxus International, Inc.
(Exact name of Registrant, as specified in its
charter)
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Virginia |
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000-25734 |
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85-2386250 |
(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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8001 Aerial Center Parkway
Morrisville, North Carolina 27560-8417
(Address of principal executive offices, including zip
code)
(919) 379-4300
(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:
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☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
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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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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:
None
Indicate by check mark whether the registrant is an emerging growth
company as defined in 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. ☐
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Item 5.07 |
Submission of Matters to a Vote of Security Holders.
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(a)
On August 18, 2022, Pyxus International, Inc. (the “Company”) held
its 2022 annual meeting of shareholders (the “Annual
Meeting”).
(b) At
the Annual Meeting, the matters submitted to a vote of
shareholders, and outcome of the vote, were as
follows:
(1)
Each of Patrick B. Fallon, Robert D. George, Holly Kim, Cynthia P.
Moehring, J. Pieter Sikkel and Richard J.C. Topping was elected as
a director for a one-year term expiring at the 2023 annual meeting
of shareholders;
(2)
The appointment of Deloitte & Touche LLP as the Company’s
independent auditors for the fiscal year ending March 31, 2023 was
ratified; and
(3)
A resolution to approve, on an advisory basis, the compensation
paid to the Company’s named executive officers, was
adopted.
The voting results with respect to these matters are set forth in
the tables below:
1. Election of Directors
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Director Nominee |
Votes For |
Votes Withheld |
Broker Non-Votes |
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Patrick B. Fallon |
15,625,831 |
4,376,367 |
1,343,375 |
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Robert D. George |
19,878,501 |
123,697 |
1,343,375 |
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Holly Kim |
15,625,935 |
4,376,263 |
1,343,375 |
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Cynthia P. Moehring |
19,878,501 |
123,697 |
1,343,375 |
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J. Pieter Sikkel |
19,518,642 |
483,556 |
1,343,375 |
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Richard J.C. Topping |
19,908,265 |
93,933 |
1,343,375 |
2. Ratification of Independent Auditors
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Votes For |
Votes Against |
Votes Abstained |
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21,311,039 |
9,715 |
24,819 |
There were no broker non-votes with respect to the ratification of
independent auditors.
3. Advisory Vote on Compensation of Named Executive
Officers
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Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes |
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19,869,243 |
130,881 |
2,074 |
1,343,375 |
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.
Date: August 18, 2022
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PYXUS INTERNATIONAL, INC. |
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By: |
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/s/ William L. O’Quinn, Jr. |
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William L. O’Quinn, Jr. |
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Senior Vice President – Chief Legal |
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Officer and Secretary |
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