Motorcar Parts of America Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

$MPAA
Auto Parts:O.E.M.
Consumer Discretionary
Get the next $MPAA alert in real time by email

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): September 5, 2024

Motorcar Parts of America, Inc.

(Exact name of registrant as specified in its charter)

New York
001-33861
11-2153962
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

2929 California Street, Torrance CA
 
90503
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (310) 212-7910

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:



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
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
MPAA
NASDAQ

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 Exchange Act of 1934 (17 CFR §240.12b-2).

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.

The Annual Meeting of Shareholders of Motorcar Parts of America, Inc. (the “Company”) was held on September 5, 2024 (the “Meeting”).

At the Meeting, the Company’s Shareholders voted on proposals to: (i) elect directors; (ii) ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accountants for the fiscal year ending March 31, 2025; (iii) approve on a non-binding advisory basis the compensation of our named executive officers, and (iv) approve the First Amendment to the Motorcar Parts of America, Inc. 2022 Incentive Award Plan (“First Amendment”).

All nominees for election to the Board of Directors of the Company, as directors, were elected to serve until the next Annual Meeting of Shareholders and until their respective successors are duly elected and qualified, or until the earlier of such director’s death, resignation or removal. The Shareholders also ratified the selection of the independent registered public accountants.  The Shareholders approved on a non-binding advisory basis the compensation of our named executive officers.  Moreover the Shareholders approved the First Amendment.

The number of votes cast for or against and the number of abstentions and broker non-votes with respect to each proposal are set forth below:

Proposal 1—Election of Directors

Nominee




 
Shares For
Shares Against
Shares Withheld
Broker Non-Votes
 



Selwyn Joffe
12,551,845
1,841,178
4,440
1,781,356
David Bryan
9,739,157
4,651,759
6,547
1,781,356
Joseph Ferguson
9,960,085
4,433,431
3,947
1,781,356
Philip Gay
9,944,792
4,448,724
3,947
1,781,356
F. Jack Liebau, Jr.
13,990,407
405,609
1,447
1,781,356
Jeffrey Mirvis
9,741,130
4,654,886
1,447
1,781,356
Anil Shrivastava
14,344,310
52,656
497
1,781,356
Douglas Trussler
14,341,753
54,263
1,447
1,781,356
Patricia (Tribby) Warfield
9,950,061
4,440,855
6,547
1,781,356
Barbara Whittaker
9,750,852
4,640,064
6,547
1,781,356

Proposal 2 – Ratification of Ernst & Young LLP

Shares For
Shares Against
Shares Abstaining
15,818,208
356,337
4,274

Proposal 3 – Advisory Vote on the Compensation of our Named Executive Officers

Shares For
Shares Against
Shares Abstaining
Broker Non-Votes
12,263,658
1,384,514
749,291
1,781,356

Proposal 4 – First Amendment to Motorcar Parts of America, Inc. 2022 Incentive Award Plan

Shares For
Shares Against
Shares Abstaining
Broker Non-Votes
11,899,974
2,480,629
16,860
1,781,356


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.

 
MOTORCAR PARTS OF AMERICA, INC.
   
Date: September 9, 2024
/s/ Juliet Stone
 
 
Juliet Stone
 
Vice President and General Counsel



Get the next $MPAA alert in real time by email

Chat with this insight

Save time and jump to the most important pieces.

Recent Analyst Ratings for
$MPAA

DatePrice TargetRatingAnalyst
12/20/2024$14.00Overweight
Cantor Fitzgerald
More analyst ratings

$MPAA
Press Releases

Fastest customizable press release news feed in the world

See more
  • Motorcar Parts of America Adopts 10b5-1 Share Repurchase Plan

    Motorcar Parts of America, Inc. (NASDAQ:MPAA) today announced the company has adopted a written trading plan under Rule 10b5-1 of the Securities and Exchange Commission rule to facilitate share repurchases under its current $37 million authorized program, with $16.2 million available as of December 31, 2024. As disclosed in the company's 10-Q filing for its fiscal third quarter ended December 31, 2024, the company repurchased 268,130 shares for $2.1 million at an average share price of $7.82 during the open trading window. The adoption of a 10b5-1 plan allows Motorcar Parts of America the ability to repurchase shares when it would be ordinarily restricted from purchases due to blackout pe

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary
  • Motorcar Parts of America Expands Its Rotating Electrical And Brake-Related Product Coverage

    Motorcar Parts of America Inc. (NASDAQ:MPAA) today announced the company has expanded its product coverage programs for starters and alternators, brake calipers, brake pads and brake rotors, with more than 120 new part numbers covering an additional thirty million vehicles in operation. The new part numbers are offered through QB, Quality-Built and Quality-Built Black Series, Pure Energy brands powered by MPA, which serve the professional installer market. A select list of late model part number introductions is available via the link below. A complete list is available by contacting a Motorcar Parts of America sales representative. "Our Quality-Built and Pure Energy products continue t

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary
  • Motorcar Parts of America Reports Record Fiscal Third Quarter Results

    - Record Sales and Gross Profit with Strong Cash Flow Generation - Motorcar Parts of America, Inc. (NASDAQ:MPAA) today reported results for its fiscal 2025 third quarter and nine-month period ended December 31, 2024, with a continued favorable full-year outlook supported by record third quarter sales and gross profit, and the ongoing benefits of strategic initiatives to further enhance profitability. Key highlights for the fiscal third quarter. Net sales increased 8.3 percent to a fiscal third quarter record $186.2 million. Gross profit increased 49.4 percent to a record $44.9 million. Net income for the quarter was $2.3 million. Generated cash from operating activities of $

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary

$MPAA
Analyst Ratings

Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

See more

$MPAA
Insider Purchases

Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

See more

$MPAA
Insider Trading

Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

See more

$MPAA
SEC Filings

See more

$MPAA
Leadership Updates

Live Leadership Updates

See more
  • Motorcar Parts of America's Brake-Related Program Continues to Gain Traction; Appoints Industry Veteran to Brakes Team

    Motorcar Parts of America, Inc. (NASDAQ:MPAA) today announced continued success in the strategic evolution of the company's emerging brake-related product offerings. To further enhance its strategic growth initiatives, the company announced the appointment of Dan Lelchuk as a director of business development for brake products. He will be focused on supporting and enhancing the company's brake caliper, brake pad and brake rotor product offerings. An industry veteran, Lelchuk's career includes serving as president, chief executive officer and co-founder of Centric Parts. Earlier in his career, he held a variety of brake-related executive sales and marketing positions for leading global aut

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary
  • Motorcar Parts of America Announces Appointment of Veteran International Executive to Board

    Motorcar Parts of America, Inc. (NASDAQ:MPAA) today announced the appointment of Patricia (Tribby) W. Warfield to its board of directors --reflecting the company's strong commitment to board diversity, experience, and solid corporate governance policies. The Motorcar Parts of America board now consists of 11 directors, 10 of whom are independent. "Tribby offers a wealth of automotive, industrial and distribution experience that will be invaluable to the company as we continue to benefit from the company's global footprint. We look forward to her advice and counsel at an exciting stage in the company's evolution, which today includes numerous complementary and high-demand product line offe

    $GTES
    $KAMN
    $MPAA
    Industrial Machinery/Components
    Industrials
    Military/Government/Technical
    Auto Parts:O.E.M.
  • Motorcar Parts of America Announces Appointment of Former Ford Executive to Board

    LOS ANGELES--(BUSINESS WIRE)--Motorcar Parts of America, Inc. (Nasdaq: MPAA) today announced the appointment of Jamy Rankin to its board of directors --reflecting the company’s strong commitment to board diversity and solid corporate governance policies. The Motorcar Parts of America board now consists of ten directors, nine of whom are independent. “Jamy offers a wealth of automotive aftermarket experience that will be invaluable to the company as we continue to grow. We look forward to her advice and counsel at an exciting time in the company’s evolution,” said Selwyn Joffe, chairman, president and chief executive officer of Motorcar Parts of America, Inc. Rankin, 57, most re

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary

$MPAA
Financials

Live finance-specific insights

See more
  • Motorcar Parts of America Reports Record Fiscal Third Quarter Results

    - Record Sales and Gross Profit with Strong Cash Flow Generation - Motorcar Parts of America, Inc. (NASDAQ:MPAA) today reported results for its fiscal 2025 third quarter and nine-month period ended December 31, 2024, with a continued favorable full-year outlook supported by record third quarter sales and gross profit, and the ongoing benefits of strategic initiatives to further enhance profitability. Key highlights for the fiscal third quarter. Net sales increased 8.3 percent to a fiscal third quarter record $186.2 million. Gross profit increased 49.4 percent to a record $44.9 million. Net income for the quarter was $2.3 million. Generated cash from operating activities of $

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary
  • Motorcar Parts of America to Report Fiscal 2025 Third Quarter Results; Host Conference Call

    Motorcar Parts of America, Inc. (NASDAQ:MPAA) today announced the company will issue its fiscal 2025 third quarter results on Monday, February 10, 2025. Selwyn Joffe, chairman, president and chief executive officer, and David Lee, chief financial officer, will host an investor conference call the same day at 10:00 a.m. Pacific time to discuss the company's financial results and operations. The call will be open to all interested investors either through a live audio Web broadcast via the company's investor relations tab at www.motorcarparts.com or live by calling (888) 440-5584 (domestic) or (646) 960-0457 (international). For those who are not available to listen to the live broadcast,

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary
  • Motorcar Parts of America Reports Fiscal Second Quarter Results

    - Record Sales and Gross Profit with Strong Cash Flow Generation - Full-Year Outlook Remains on Track Motorcar Parts of America, Inc. (NASDAQ:MPAA) today reported results for its fiscal 2025 second quarter and six-month period ended September 30, 2024, with a continued favorable full-year outlook supported by record sales and gross profit, and the ongoing benefits of strategic initiatives to further enhance profitability. Key highlights for the fiscal second quarter. Net sales increased 5.9 percent to a record $208.2 million. Gross profit increased to a record $41.3 million, impacted by certain one-time expenses of $2.7 million for onboarding new business, and $1.3 million of tr

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary

$MPAA
Large Ownership Changes

This live feed shows all institutional transactions in real time.

See more

$MPAA
Insider purchases explained

Analytical look into recent insider purchases

See more
  • Stock Movement: Insider Purchase at Motorcar Parts of America Inc. on Jun 17

    Recently, on June 17, 2024, Director Bison Capital Partners Vi, L.P. made a significant move by purchasing $874,000 worth of Motorcar Parts of America Inc. shares. This purchase consisted of 150,000 units at a price of $5.83 per share, marking a substantial increase in direct ownership by 150% to 250,000 units as reported in SEC Form 4. The timing and scale of this insider purchase are noteworthy as it indicates a strong belief in the company's future prospects. Examining the series of insider transactions involving Motorcar Parts of America Inc. insiders, there seem to be interesting patterns emerging. In particular, Ferguson Joseph Edwin, Rankin Jamy P., and Gay Philip all converted optio

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary
  • Stock Movement: Insider Purchase at Motorcar Parts of America Inc. on Jun 18

    On June 18, 2024, Director Bison Capital Partners Vi, L.P. bought $116,319 worth of shares (20,300 units at $5.73), increasing their direct ownership by 8% to 270,300 units, as reported in SEC Form 4. This insider purchase indicates a strong show of confidence in the future prospects of Motorcar Parts of America Inc. When analyzing this transaction alongside other recent activities by company insiders, some interesting patterns emerge. Gay Philip converted options into 6,596 shares, increasing his direct ownership by 18% to 42,576 units back on November 16, 2023. This move indicated a bullish sentiment from an insider perspective. However, not all insider activities were positive. Borneo R

    $MPAA
    Auto Parts:O.E.M.
    Consumer Discretionary