Virco Manufacturing Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$VIRC
Industrial Specialties
Consumer Discretionary
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): June 18, 2024
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||
Registrant’s telephone number, including area code: (310) 533-0474
Not Applicable
(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:
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 (§ 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.
Virco Mfg. Corporation (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) on June 18, 2024. A total of 16,347,314 shares of common stock were entitled to vote, of which 12,909,738 shares were present in person or by proxy at the Annual Meeting. Two items of business were acted upon by the stockholders at the Annual Meeting. The final voting results for each matter submitted to a vote of stockholders at the Annual Meeting are set forth below:
1. Election of Directors. Stockholders elected Robert A. Virtue, Kathy Virtue Young and Agnieszka Winkler, the Company’s nominees for Class II director, for a term expiring at the 2027 Annual Meeting of Stockholders, with the number of votes cast for and withheld and broker non-votes set forth below:
| Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Robert A. Virtue | 11,479,734 | 151,753 | 1,278,251 | ||||||||
| Kathy Virtue Young | 10,946,215 | 685,272 | 1,278,251 | ||||||||
| Agnieszka Winkler | 10,159,482 | 1,472,005 | 1,278,251 | ||||||||
2. Ratification of Appointment of Moss Adams LLP. The proposal to ratify the selection of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2025 was approved. The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstain | |||||||||
| 12,826,900 | 11,844 | 70,994 | |||||||||
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.
VIRCO MFG. CORPORATION (Registrant) | |||||||||||
| Date: June 20, 2024 | /s/ Robert A. Virtue | ||||||||||
| (Signature) | |||||||||||
| Name: | Robert A. Virtue | ||||||||||
| Title: | Chief Executive Officer and Chairman of the Board of Directors | ||||||||||