Preformed Line Products Company filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 May 7, 2024, the Company held its annual meeting of shareholders at its principal executive offices in Mayfield Village, Ohio. At the meeting, the shareholders voted on several proposals as described in the Company’s Definitive Proxy Statement on Schedule 14A for the Annual Meeting filed by the Company with the Securities and Exchange Commission on March 22, 2024 (the “Proxy Statement”). The results of the proposals stated in the Proxy Statement are as follows:
Proposal No. 1: Election of Directors. The shareholders voted to re-elect certain persons to the Board of Directors for a term expiring at the 2026 annual meeting of the shareholders. The individuals listed below were elected to the Company’s Board of Directors, each to hold office until the designated annual meeting or until his or her successor is elected and qualified, or until his or her earlier resignation. The table below indicates the votes for, votes withheld, abstentions and broker non-votes for the election of the four director nominees.
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Term Expiring |
Votes For |
Votes Withheld/ Abstentions |
Broker Non-Votes |
Glenn E. Corlett |
2026 |
3,047,178 |
996,798 |
365,342 |
Michael E. Gibbons |
2026 |
3,390,319 |
675,233 |
343,766 |
R. Steven Kestner |
2026 |
2,653,807 |
1,390,169 |
365,342 |
J. Ryan Ruhlman |
2026 |
3,049,043 |
994,933 |
365,342 |
David C. Sunkle |
2026 |
2,812,010 |
1,231,966 |
365,342 |
Proposal No. 2: Ratification of Appointment of Ernst & Young LLP. The shareholders voted to approve the ratification of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024, as described in the Proxy Statement. The table below indicates the votes for, votes against, abstentions and broker non-votes.
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Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
Ratification of Appointment of Ernst & Young LLP |
4,388,626 |
18,897 |
1,795 |
0 |
Proposal No. 3: Report on Actions to Increase Board Diversity. The shareholders voted against a shareholder request that the Board of Directors prepare a report by January 2025, at reasonable expense and omitting proprietary information, on steps the Company is taking to enhance board diversity. The table below indicates the votes for, votes against, abstentions and broker non-votes.
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Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
Report on Actions to Increase Board Diversity |
1,066,118 |
2,958,016 |
42,198 |
342,986 |
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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PREFORMED LINE PRODUCTS COMPANY |
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Date: |
May 8, 2024 |
By: |
/s/ Caroline S. Vaccariello |
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Caroline S. Vaccariello, General Counsel & Corporate Secretary |