Current Report Filing (8-k)
April 29 2020 - 4:56PM
Edgar (US Regulatory)
0001633931
false
0001633931
2020-04-26
2020-04-27
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): April 27, 2020
TopBuild Corp.
(Exact name of registrant as specified in
its charter)
Delaware
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001-36870
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47-3096382
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(State or other Jurisdiction of
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(Commission
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(IRS Employer
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Incorporation)
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File Number)
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Identification No.)
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475 North Williamson Boulevard
Daytona Beach, Florida
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32114
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (386) 304-2200
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
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Trading Symbol(s)
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Name of each exchange on which registered
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Common stock, par value $0.01 per share
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BLD
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NYSE
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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).
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.
On April 27, 2020, TopBuild Corp. (the “Company”)
held its Annual Meeting of Shareholders (the “Annual Meeting”). The final voting results for each of the proposals
submitted to a vote of the Company’s shareholders at the Annual Meeting are as follows:
Proposal 1: Election of Alec C. Covington,
Gerald Volas, Carl T. Camden, Joseph S. Cantie, Tina M. Donikowski, Mark A. Petrarca and Nancy M. Taylor as directors to serve
until the Company’s 2021 Annual Meeting of Shareholders.
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Votes “For”
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Votes
“Against”
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Abstentions
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Broker
Non-Votes
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Alec C. Covington
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28,451,180
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540,140
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20,531
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1,575,623
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Gerald Volas
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28,599,096
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393,758
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18,997
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1,575,623
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Carl T. Camden
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28,517,542
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473,759
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20,550
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1,575,623
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Joseph S. Cantie
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28,570,160
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420,880
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20,811
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1,575,623
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Tina M. Donikowski
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28,461,613
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530,735
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19,503
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1,575,623
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Mark A. Petrarca
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28,544,792
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445,578
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21,481
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1,575,623
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Nancy M. Taylor
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28,467,147
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525,382
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19,322
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1,575,623
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Proposal 2: Ratification of the appointment
of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2020 fiscal year.
Votes “For”
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Votes
“Against”
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Abstentions
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Broker
Non-Votes
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30,492,357
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43,766
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51,351
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-
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Proposal 3: Approval of a non-binding
advisory resolution regarding the compensation of the Company’s named executive officers.
Votes “For”
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Votes
“Against”
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Abstentions
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Broker
Non-Votes
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28,289,956
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671,063
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50,832
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1,575,623
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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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TOPBUILD CORP.
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By:
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/s/ John S. Peterson
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Name:
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John S. Peterson
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Title:
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Vice President and Chief Financial Officer
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Dated: April 29, 2020
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