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Material Agreement · Shareholder Vote

Filed May 21, 2018 · 8y ago · Accession 0000355811-18-000025

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, 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): May 17, 2018 GENTEX CORPORATION (Exact name of registrant as specified in its charter) Michigan 0-10235 38-2030505 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)       600 North Centennial Street Zeeland, Michigan   49464 (Address of principal executive offices)   (Zip Code) Registrant's telephone number, including area code: (616) 772-1800 _____________________________________________________________ (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 ( see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o 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     o 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.         o Section 1 - Registrant's Business and Operations Item 1.01      Entry into a Mutual Definitive Agreement. For 2018, the Board of Directors of Gentex Corporation (the "Company") adjusted annual compensation of directors who are committee members as follows: Audit Committee Member retainer $7,500 Compensation Committee Member retainer $5,000 Nominating and Corporate Governance Committee Member retainer $5,000 Such amounts are paid to all committee members, including chairs of the committees. Section 5 – Corporate Governance and Management Item 5.07 Submission of Matters to a Vote of Security Holders. On May 17, 2018, the Company held its 2018 Annual Meeting of the Shareholders.  The matters listed and described briefly 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 filed on April 3, 2018.  The voting results are as follows: Election of Directors The following individuals were elected to serve as directors of the Company to hold office for a one (1) year term expiring in 2019: Nominee   Votes For   Votes Withheld   Broker Non-Votes Ms. Leslie Brown   210,915,788   1,980,119   35,127,760 Mr. Gary Goode   205,031,694   7,864,213   35,127,760 Mr. James Hollars   211,396,718   1,499,189   35,127,760 Mr. John Mulder   210,252,050   2,643,857   35,127,760 Mr. Richard Schaum   210,099,847   2,796,060   35,127,760 Mr. Frederick Sotok   207,754,621   5,141,286   35,127,760 Mr. James Wallace   207,417,156   5,478,751   35,127,760 Ratification of the Appointment of Ernst & Young LLP as the Company's Auditors for the Fiscal Year Ended December 31, 2018 The shareholders did ratify the appointment of Ernst & Young LLP to serve as the Company's auditors for the fiscal year ending December 31, 2018: Votes For   Votes Against   Abstentions   Broker Non-Votes 243,974,049   3,778,394   271,224   — Proposal for Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers The shareholders did approve, on an advisory basis, the compensation of the Company's named executive officers: Votes For   Votes Against   Abstentions   Broker Non-Votes 159,619,939   52,706,821   569,147   35,127,760 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. Dated: May 21, 2018             GENTEX CORPORATION (Registrant) By     /s/ Kevin Nash Kevin Nash Chief Financial Officer and Vice President - Finance
Filing details
Ticker
GNTX
CIK
355811
Form type
8-K
Filing date
May 21, 2018
Report date
May 17, 2018
Document
a8k2018annualshmeeting.htm
Size
48 KB