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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 3, 2020
 
FUTUREFUEL CORP.
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
 
0-52577
20-3340900
(Commission File Number)
(IRS Employer Identification No.)
 
 
8235 Forsyth Blvd., Suite 400
St. Louis, Missouri 63105

(Address of Principal Executive Offices)
 
(314) 854-8352
(Registrant’s Telephone Number)
 
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
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
 
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
FF
NYSE
 
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
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 September 3, 2020, FutureFuel Corp. (NYSE: FF) (the “Company”) held its annual shareholders’ meeting, at which a quorum of its shareholders was present either in person or by proxy. The matters submitted to a vote of the Company’s shareholders were:
 
 
(1)
to elect three directors: Paul M. Manheim, Jeffrey L. Schwartz, and Rose M. Sparks;
 
 
(2)
to ratify the appointment of RSM US LLP as the Company’s independent auditor for the year ending December 31, 2020; and
 
 
(3)
to hold an advisory “say-on-pay” vote to approve the compensation the Company’s named executive officers.
 
No other business was conducted at such meeting. Of the 43,743,243 shares of the Company’s common stock eligible to vote at the Company’s annual shareholder meeting, 41,866,159 shares were voted. The results of the voting were as follows:
 
Matter Voted Upon
Votes Cast
For
Votes
Cast
Against
Votes
Withheld
Abstentions
Broker
Non-Votes
Election of Paul M. Manheim
33,052,380
n/a
5,391,701
0
3,422,078
 
Election of Jeffrey L. Schwartz
33,112,913
n/a
5,331,168
0
3,422,078
           
Election of Rose M. Sparks
36,321,625
n/a
2,122,456
0
3,422,078
 
Ratification of the appointment of RSM US LLP as the Company’s independent auditor for the year ending December 31, 2020
41,840,953
19,449
n/a
5,757
n/a
 
Advisory “say-on-pay” vote on the compensation of the Company’s named executive officers
38,300,664
133,915
n/a
9,501
3,422,078
 
 
As a result, all matters submitted to a vote of shareholders at the annual meeting were approved.
 
 

 
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.
 
FUTUREFUEL CORP.
By:
/s/ Jordan Federko
Jordan Federko, Secretary
 
 
Date: September 3, 2020