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
Date of Report (Date of Earliest Event Reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:
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:
| |
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 |
Name of each exchange | ||
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 Thursday, April 29, 2021, Ferro Corporation (“Ferro” or the “Company”) held its 2021 Annual Meeting of Shareholders (the “2021 Annual Meeting”). The final results of voting on each of the matters submitted to a vote of security holders at the 2021 Annual Meeting are as follows:
1. Shareholders elected each of the following six nominees as a director to serve for a term to expire at the 2022 Annual Meeting of Shareholders of the Company and until his or her successor has been duly elected and qualified, as set forth below.
| Name |
Votes For |
Votes Withheld |
Broker Non-Votes |
|||||||||
| David A. Lorber |
57,194,882 | 16,845,875 | 2,128,161 | |||||||||
| Marran H. Ogilvie |
70,970,292 | 3,070,465 | 2,128,161 | |||||||||
| Andrew M. Ross |
59,539,159 | 14,501,598 | 2,128,161 | |||||||||
| Allen. A. Spizzo |
73,123,312 | 917,445 | 2,128,161 | |||||||||
| Peter T. Thomas |
71,481,052 | 2,559,705 | 2,128,161 | |||||||||
| Ronald P. Vargo |
70,583,142 | 3,457,615 | 2,128,161 | |||||||||
2. Shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as set forth below.
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 71,814,208 |
2,136,564 | 89,985 | 2,128,161 |
3. Shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021, as set forth below.
| Votes For |
Votes Against |
Abstentions | ||
| 75,609,212 |
546,735 | 12,971 |
4. Shareholders approved a shareholder proposal regarding simple majority vote as set forth below:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 57,152,050 |
16,845,447 | 43,260 | 2,128,161 |
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.
| Ferro Corporation | ||||||
| Date: April 30, 2021 |
||||||
| By: |
/s/ Mark H. Duesenberg | |||||
| Name: |
Mark H. Duesenberg | |||||
| Title: |
Vice President, General Counsel and Secretary | |||||
Document and Entity Information |
Apr. 29, 2021 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | FERRO CORP |
| Amendment Flag | false |
| Entity Central Index Key | 0000035214 |
| Document Type | 8-K |
| Document Period End Date | Apr. 29, 2021 |
| Entity Incorporation State Country Code | OH |
| Entity File Number | 1-584 |
| Entity Tax Identification Number | 34-0217820 |
| Entity Address, Address Line One | 6060 Parkland Boulevard |
| Entity Address, City or Town | Mayfield Heights |
| Entity Address, State or Province | OH |
| Entity Address, Postal Zip Code | 44124 |
| City Area Code | 216 |
| Local Phone Number | 875-5600 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $1.00 |
| Trading Symbol | FOE |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |