Matrix Service Company filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$MTRX
Engineering & Construction
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) November 6, 2024 (November 5, 2024 )
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(Exact Name of Registrant as Specified in Its Charter)
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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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Securities registered pursuant to Section 12(b) of the Act:
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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 (17 CFR §230.405) or Rule 12b-2 of the Securities Act of 1934 (17 CFR §240.12b-2).
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If an emerging growth company, indicate by check mark if the registrant has elected to not 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 November 5, 2024, the Company held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"). Set forth below are the matters acted upon by the stockholders at the Annual Meeting, and the final voting results of each such proposal.
Proposal One - Election of Directors
The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2025 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified. The results of the vote were as follows:
| Nominee | Votes For | Votes Against | Abstentions | Broker Non Votes | ||||||||||||||||||||||
| Jose L. Bustamante | 21,059,536 | 1,106,180 | 7,546 | 3,013,037 | ||||||||||||||||||||||
| Martha Z. Carnes | 21,460,533 | 698,695 | 14,034 | 3,013,037 | ||||||||||||||||||||||
| John D. Chandler | 21,977,752 | 188,063 | 7,447 | 3,013,037 | ||||||||||||||||||||||
| Carlin G. Conner | 21,802,967 | 364,260 | 6,035 | 3,013,037 | ||||||||||||||||||||||
| John R. Hewitt | 21,594,790 | 564,835 | 13,637 | 3,013,037 | ||||||||||||||||||||||
| Liane K. Hinrichs | 21,789,319 | 370,202 | 13,741 | 3,013,037 | ||||||||||||||||||||||
| James H. Miller | 20,716,565 | 1,449,150 | 7,547 | 3,013,037 | ||||||||||||||||||||||
Proposal Two - Ratification of Selection of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal 2025 was approved. The results of the vote were as follows:
| For | 24,801,505 | |||||||
| Against | 378,437 | |||||||
| Abstentions | 6,357 | |||||||
Proposal Three - Advisory Vote to Approve Named Executive Officer Compensation
The stockholders voted to approve, on an advisory basis, named executive officer compensation for fiscal 2024. The results were as follows:
| For | 21,374,908 | |||||||
| Against | 625,278 | |||||||
| Abstentions | 173,076 | |||||||
| Broker non votes | 3,013,037 | |||||||
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.
| Matrix Service Company | ||||||||||||||
| Dated: November 6, 2024 | By: | /s/ Kevin S. Cavanah | ||||||||||||
| Kevin S. Cavanah | ||||||||||||||
| Vice President and Chief Financial Officer | ||||||||||||||