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:
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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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. ☐
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Section 5 - Corporate Governance and Management
Item 5.07 — Submission of Matters to a Vote of Security Holders
The 2023 Annual Meeting of Shareholders of Chase Corporation was held on February 7, 2023. The following proposals were voted on at the 2023 Annual Meeting. Each proposal is more fully described in the Company’s Definitive Proxy Statement for the 2023 Annual Meeting, as filed with the SEC on December 22, 2022.
Proposal 1 — For the election of nominees for the Board of Directors. The ten nominees named in the Company’s Definitive Proxy Statement were elected as Directors, to serve until the 2024 Annual Meeting of Shareholders, with the following votes:
Name of Director | In Favor | Votes Withheld | Broker Non-Votes | ||||||
Adam P. Chase | 8,014,513 | 175,726 | 607,339 | ||||||
Peter R. Chase | 7,894,628 | 295,611 | 607,339 | ||||||
Mary Claire Chase | 7,875,853 | 314,386 | 607,339 | ||||||
Thomas D. DeByle | 8,037,487 | 152,752 | 607,339 | ||||||
John H. Derby III | 8,036,478 | 153,761 | 607,339 | ||||||
Chad A. McDaniel | 7,957,947 | 232,292 | 607,339 | ||||||
Dana Mohler-Faria | 8,027,140 | 163,099 | 607,339 | ||||||
Ellen Rubin | 7,942,718 | 247,521 | 607,339 | ||||||
Joan Wallace-Benjamin | 8,040,710 | 149,529 | 607,339 | ||||||
Thomas Wroe, Jr. | 8,008,673 | 181,566 | 607,339 |
Proposal 2 — A non-binding, advisory vote to approve the executive compensation of our named executive officers. Although this vote is non-binding on the Company or the Board of Directors, the voting results will be reviewed and considered when making future decisions regarding the Company’s executive compensation program. The proposal passed with the following votes:
In Favor | Votes Against | Abstentions | Broker Non-Votes | |||||
7,838,639 | 339,449 | 12,151 | 607,339 |
Proposal 3 — For the ratification of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending August 31, 2023. The proposal passed with the following votes:
In Favor | Votes Against | Abstentions | ||||
8,782,284 | 323 | 14,971 |
2
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, thereunto duly authorized.
| Chase Corporation | |
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Dated: February 9, 2023 | By: | /s/ Michael J. Bourque |
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| Michael J. Bourque |
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| Treasurer and Chief Financial Officer |
3
Document and Entity Information |
Feb. 07, 2023 |
|---|---|
| Document and Entity Information [Abstract] | |
| Document Type | 8-K |
| Document Period End Date | Feb. 07, 2023 |
| Entity File Number | 1-9852 |
| Entity Registrant Name | CHASE CORPORATION |
| Entity Incorporation, State or Country Code | MA |
| Entity Tax Identification Number | 11-1797126 |
| Entity Address, Address Line One | 375 University Avenue |
| Entity Address, City or Town | Westwood |
| Entity Address State Or Province | MA |
| Entity Address, Postal Zip Code | 02090 |
| City Area Code | 781 |
| Local Phone Number | 332-0700 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common stock, $.10 par value |
| Trading Symbol | CCF |
| Security Exchange Name | NYSEAMER |
| Entity Emerging Growth Company | false |
| Entity Central Index Key | 0000830524 |
| Amendment Flag | false |