8-K 1 ufpi-20190425x8k.htm 8-K ufpi_current_folio_8k_Voting

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):  April 24, 2019

 

 

UNIVERSAL FOREST PRODUCTS, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

Michigan

00-22684

38-1465835

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

 

 

2801 East Beltline, N.E.

Grand Rapids, Michigan

 

 

49525

(Address of principal executive office)

 

(Zip Code)

 

Registrant's telephone number, including area code: (616) 364-6161

 

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)).

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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. 

 


 

Section 5.Corporate Governance and Management

 

Item 5.07.Submission of Matters to a Vote of Security Holders

 

On April 24, 2019, the Company held its 2019 Annual Meeting of Shareholders.  The matters listed below were submitted to a vote of the shareholders through the solicitation of proxies; the proposals are described in detail in the Company’s Proxy Statement dated March 8, 2019.  The voting results are as follows:

 

Proposal 1 – Election of Directors

The following individuals were elected to serve as directors of the Company to hold office until the 2022 Annual Meeting of Shareholders, by the following votes:

 

Nominee

 

 

For

 

 

Against

 

 

Abstain

 

Broker Non-Votes

Joan A. Budden

 

55,258,039

 

412,803

 

52,942

 

2,953,992

William G. Currie

 

55,404,360

 

297,497

 

21,927

 

2,953,992

Bruce A. Merino

 

53,110,455

 

2,581,348

 

31,981

 

2,953,992

 

Proposal 2 – Ratification of the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for Fiscal 2019.

The shareholders ratified the appointment of Deloitte & Touche LLP to serve as the Company's independent registered public accounting firm for fiscal 2019 by the following votes:

 

For

 

Against

 

Abstain

 

 

 

58,554,181

 

103,253

 

20,342

 

 

 

 

 

 

 

 

 


 

Proposal 3 – Advisory (Non-Binding) Vote on Executive Compensation.

The shareholders approved the proposed resolution to approve the compensation of the Company's named executive officers, as disclosed pursuant to the compensation disclosure rules of the SEC by the following votes:

 

 

For

 

 

Against

 

 

Abstain

 

Broker Non-Votes

 

43,867,953

 

11,812,819

 

43,012

 

2,953,992

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

SIGNATURE

 

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.

 

8

 

 

Dated:  April 24, 2019

UNIVERSAL FOREST PRODUCTS, INC.

 

(Registrant)

 

 

 

 

By:

/s/ Michael R. Cole

 

 

Michael R. Cole

 

 

Principal Financial Officer and Treasurer