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8-KThe WireRoutine

Shareholder Vote · Company Update

Filed Aug 21, 2020 · 5y ago · Accession 0000004457-20-000077

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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   August 20, 2020   Date of Report (Date of earliest event reported)   AMERCO (Exact name of registrant as specified in its charter)   Nevada                                                    001-11255                                          88-0106815 (State or other jurisdiction of incorporation) (Commission File Number)   (I.R.S. Employer Identification No.)   5555 Kietzke Lane , Ste. 100 Reno , NV 89511 (Address of Principal Executive Offices)   775 668-6300 (Registrant's telephone number, including area code)     Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common Stock , $0.25 par value UHAL NASDAQ Global Select Market   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 (§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 August   20,   2020, AMERCO   (the “Company”)   held its 2020   Annual Meeting of Stockholders. At such meeting   our stockholders voted upon and approved:   (i) the election of   Edward J. Shoen, James E. Acridge, John P. Brogan, James J. Grogan, Richard J. Herrera, Karl A. Schmidt, Roberta R. Shank and   Samuel J. Shoen   as directors of the Company,   to serve until the 2021   Annual Meeting of Stockholders   of the Company (“Proposal 1”); (ii) an advisory vote on the approval of compensation paid to the Company's Named Executive Officers (“Proposal 2”); (iii) an advisory vote on the frequency of future advisory votes on the compensation of the Company's Named Executive Officers (once every year, once every two years or once every three years) (“Proposal 3”); (iv) the ratification of the appointment of BDO USA, LLP as the Company's independent   registered public accounting firm   for   the   fiscal   year ending March 31,   2021 (“Proposal 4”);   and (v) a proposal received from   Company stockholder proponents   to ratify and affirm the decisions and actions taken by the Board   of Directors   and   executive   officers   of the Company, with respect to AMERCO, its subsidiaries,   and its   various constituencies, for the   fiscal year ended   March 31, 2020 (“Proposal 5”).   The following table sets forth the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each matter voted on at the 2020 Annual Meeting of Stockholders of AMERCO.     Votes Cast For Votes Cast Against Votes Withheld   Abstentions Broker Non-votes Proposal 1              Edward J. Shoen 14,584,801 - 1,931,968 - 926,178    James E. Acridge 16,199,097 - 317,672 - 926,178    John P. Brogan 14,648,937 - 1,867,832 - 926,178    James J. Grogan 15,512,178 - 1,004,591 - 926,178    Richard J. Herrera 16,208,348 - 308,421 - 926,178    Karl A. Schmidt 16,431,471 - 85,298 - 926,178    Roberta R. Shank 16,488,485 - 28,284 - 926,178    Samuel J. Shoen 14,447,950 - 2,068,819 - 926,178             Proposal 2 16,117,530 366,199 - 33,040 926,178             Proposal 3: (once every year) 3,904,960 - - - - Proposal 3: (once every two years) 23,959 - - - - Proposal 3: (once every three years) 12,578,866 - - - - Proposal 3 - - - 8,984 926,178             Proposal 4 17,353,823 80,838 - 8,286 -             Proposal 5 13,392,390 3,110,582 - 13,797 926,178   The Company has considered the outcome of Proposal 3 and has determined, as was recommended with respect to this proposal by the Company's Board of Directors in the Proxy Statement for the 2020 Annual Meeting of the Stockholders, that the Company will hold future advisory votes on the compensation of the Company's Named Executive Officers once every three years until the occurrence of the next advisory vote on the frequency of such votes.   Item 8.01.   Other Items On August 21, 2020, AMERCO (the “Company”) announced that its Board of Directors declared a special cash dividend on its Common Stock of $0.50 per share payable to all shareholders of record of the Company's Common Stock as of close of business on September 7, 2020. The payment date for the special dividend will be September 21, 2020.   The Company's press release regarding the special dividend is included as Exhibit 99.1.   Item 9.01.   Financial Statements and Exhibits   (d) Exhibits.     Exhibit No. Description 99.1 Press release dated August 21, 2020.         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 hereunto duly authorized.   Dated: August 21, 2020   AMERCO     /s/ Jason A. Berg   Jason A. Berg Chief Financial Officer                       Exhibit Index     Exhibit No. Description 99.1 Press release dated August 21, 2020.
Filing details
Ticker
UHAL
CIK
4457
Form type
8-K
Filing date
Aug 21, 2020
Report date
Aug 20, 2020
Document
uhal-20200820.htm
Size
2.4 MB