8-K 1 hbbhcannualshareholdervote.htm 8-K Document


 
 
 
 
 

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):
May 14, 2020
 
 
 
HAMILTON BEACH BRANDS HOLDING COMPANY
(Exact name of registrant as specified in its charter)
 
 
 
DELAWARE
001-38214
31-1236686
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
 
 
4421 WATERFRONT DR. GLEN ALLEN, VA
23060
(Address of principal executive offices)
(Zip code)
 
 
 
(804) 273-9777
(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 (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))
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       [X]
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.     [ ]
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange of which registered
Class A Common Stock, Par Value $0.01 Per Share
 
HBB
 
New York Stock Exchange
 
 
 
 
 




Item 5.07. Submission of Matters to a Vote of Security Holders.
    
Hamilton Beach Brands Holding Company (the "Company") held its Annual Meeting of Stockholders on May 12, 2020. Reference is made to the Company's 2020 Proxy Statement filed with the Securities Exchange Commission on March 26, 2020 for more information regarding the Proposals set forth below and the vote required for approval of these matters. The matters voted upon and the final results of the vote were as follows:

Proposal 1 - The stockholders elected each of the following eleven nominees to the Board of Directors until the next annual meeting and until their successors are elected:    
DIRECTOR
VOTE FOR
VOTE WITHHELD
BROKER NON-VOTES
Mark R. Belgya
44,033,442
539,402
358,404
J.C. Butler, Jr.
43,450,727
1,123,437
358,404
Paul D. Furlow
43,652,730
920,114
358,404
John P. Jumper
43,646,819
926,025
358,404
Dennis W. LaBarre
43,579,308
993,536
358,404
Michael S. Miller
43,647,005
925,839
358,404
Alfred M. Rankin, Jr.
43,462,908
1,111,256
358,404
Thomas T. Rankin
43,910,095
664,069
358,404
James A. Ratner
43,625,335
947,509
358,404
Gregory H. Trepp
44,047,642
525,202
358,404
Clara R. Williams
44,364,091
210,073
358,404


Proposal 2 - The stockholders approved the Company's amended and restated Executive Long-Term Equity Incentive Plan:
For
44,513,745

Against
56,348

Abstain
4,071


Proposal 3 - The stockholders approved, on an advisory basis, the Company’s Named Executive Officer compensation:
For
44,361,354

Against
146,918

Abstain
65,892


Proposal 4 - The stockholders ratified the appointment of Ernst & Young LLP as the Independent Registered Public Accounting Firm of the Company for 2020:
For
44,902,722

Against
26,339

Abstain
3,507






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:
May 14, 2020
 
Hamilton Beach Brands Holding Company
 
 
 
 
 
 
By:
/s/ Dana B. Sykes
 
 
Name:
Dana B. Sykes
 
 
Title:
Senior Vice President, General Counsel and Secretary