8-KThe WireRoutine
Shareholder Vote · Company Update
Filed Jun 1, 2020 · 6y ago · Accession 0000897101-20-000428
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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
Date of Report (Date of earliest event
reported): May 28, 2020
______________
National Presto Industries, Inc.
(Exact name of registrant as specified
in this chapter)
Wisconsin
1-2451
39-0494170
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
3925 North Hastings Way
Eau Claire, Wisconsin
54703-3703
(Address of principal executive office)
(Zip Code)
Registrant’s telephone number,
including area code: 715-839-2121
N/A
(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:
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 240.13a-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $1.00 par value
NPK
New York Stock Exchange
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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders
The registrant held its Annual Meeting of Stockholders on May 28,
2020. At the meeting, stockholders re-elected Randy F. Lieble and Joseph G. Stienessen to serve as directors, each for a three-year
term ending at the annual meeting to be held in 2023. The stockholders also approved a new non-employee director compensation plan;
ratified the appointment of BDO USA, LLP, as the Company's independent registered public accounting firm for the year ending December
31, 2020; and approved the compensation of the company’s executives in a non-binding advisory vote. The Non-Employee Director
Compensation Plan is attached hereto as Exhibit 10.1. A press release regarding the outcome of the votes of stockholders is attached
hereto as Exhibit 99.1.
Set forth below are the final voting results for each of the proposals.
Election of Directors
Name
For
Withheld
Broker Non-Votes
Randy F. Lieble
4,959,406
892,972
755,814
Joseph G. Stienessen
4,519,870
1,332,508
755,814
Non-Employee Director Compensation Plan
For
Against
Abstain
Broker Non-Votes
5,765,085
68,610
18,687
755,814
Ratify the Appointment of BDO USA, LLP as the Independent Registered
Public Accounting Firm
For
Against
Abstain
Broker Non-Votes
6,505,803
55,226
47,167
0
Advisory (Non-Binding) Vote on Executive Compensation
For
Against
Abstain
Broker Non-Votes
5,593,018
231,489
27,875
755,814
Item 8.01 Other Events
On June 1, 2020, the Registrant announced that on May 29, 2020 Spectra
Technologies, LLC, a wholly-owned subsidiary within National Defense Corporation, Presto’s Defense segment holding company,
received a follow-on subcontract for production of the warhead for the Small Diameter Bomb program. A press release describing
the award is filed as Exhibit 99.1 to this Form 8-K. Such Exhibit shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No.
Description
10.1
Non-Employee Director Compensation Plan
99.1
Press Release of National Presto Industries, Inc. dated June 1, 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.
National Presto Industries, Inc.
(Registrant)
Date: June 1, 2020
By:
/s/ Maryjo Cohen
(Signature) Maryjo Cohen, President
and Chief Executive Officer
Filing details
- Ticker
- NPK
- CIK
- 80172
- Form type
- 8-K
- Filing date
- Jun 1, 2020
- Report date
- May 28, 2020
- Document
- presto200924_8k.htm
- Size
- 71 KB