Hurco Companies Inc. filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the Annual Meeting of Shareholders of Hurco Companies, Inc. (the “Company”) held on March 13, 2025 (the “Annual Meeting”), the Company’s shareholders approved a proposal to amend the Company’s Amended and Restated 2016 Equity Incentive Plan (the “2016 Plan”) to add an additional 850,000 shares to the 2016 Plan’s share reserve. In January 2025, the Board of Directors of the Company approved the proposed amendment to the 2016 Plan and directed that the amendment be submitted to shareholders of the Company for approval at the Annual Meeting. A description of the amendment to the 2016 Plan was included in “Proposal 3. Approval of the Amendment to the Amended and Restated Hurco Companies, Inc. 2016 Equity Incentive Plan” in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on January 29, 2025.
Item 5.07Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting on March 13, 2025. The shareholders:
| ● | elected all eight of the Company’s nominees for director to serve until the next Annual Meeting of Shareholders; |
| ● | approved, on an advisory basis, the compensation for the Company’s named executive officers as disclosed in the proxy statement for the Annual Meeting; |
| ● | approved the proposed amendment to the 2016 Plan to add an additional 850,000 shares to the 2016 Plan’s share reserve; and |
| ● | ratified the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending October 31, 2025. |
Shares were voted on these proposals as follows:
For | Withheld | Broker | |||
Election of Directors: | |||||
Michael Doar | 4,040,937 | 339,590 | 713,537 | ||
Cynthia Dubin | 4,294,554 | 85,973 | 713,537 | ||
Timothy J. Gardner | 4,260,921 | 119,606 | 713,537 | ||
Jay C. Longbottom | 4,259,463 | 121,064 | 713,537 | ||
Richard Porter | 3,943,438 | 437,089 | 713,537 | ||
Benjamin Rashleger | 4,321,931 | 58,596 | 713,537 | ||
Janaki Sivanesan | 4,287,473 | 93,054 | 713,537 | ||
Gregory S. Volovic | 4,290,575 | 89,952 | 713,537 | ||
For | Against | Abstentions | Broker Non-Votes | ||
Advisory vote to approve executive compensation: | 3,914,992 | 303,379 | 162,156 | 713,537 | |
For | Against | Abstentions | Broker Non-Votes | ||
Approval of amendment to the 2016 Plan: | 4,114,178 | 241,071 | 25,278 | 713,537 | |
For | Against | Abstentions | Broker Non-Votes | ||
Ratification of appointment of public accounting firm: | 5,023,775 | 62,827 | 7,462 | 0 | |
Item 9.01Financial Statements and Exhibits.
Exhibit Index
10.1 | ||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
Dated: March 17, 2025 | ||
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HURCO COMPANIES, INC. | ||
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By: | /s/ Sonja K. McClelland_______________ | |
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| Sonja K. McClelland, Executive Vice President, Treasurer and Chief Financial Officer |