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8-KThe WireRoutine

Shareholder Vote

Filed Jun 7, 2023 · 3y ago · Accession 0000950170-23-026787

Plain English

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

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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): June 5, 2023 CECO ENVIRONMENTAL CORP. (Exact Name of registrant as specified in its charter) Delaware 000-7099 13-2566064 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 14651 North Dallas Parkway Suite 500 Dallas , TX 75254 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 214 ) 357-6181 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)) 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, par value $0.01 per share CECO The NASDAQ Stock Market LLC 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 . ☐       5.07 Submission of Matters to a Vote of Security Holders. On June 5, 2023, CECO Environmental Corp. (the "Company") held its 2023 annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders: (1) elected each of the seven director nominees listed below to serve as a director of the Company for a term that will continue until the next annual meeting of stockholders and until his or her successor is elected and duly qualified; (2) approved, on an advisory basis, the Company’s named executive officer compensation; and (3) ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for fiscal 2023. The voting results at the Annual Meeting with respect to each of the matters described above were as follows: (1) The seven director nominees named in the proxy statement and standing for election were elected based upon the following votes: DIRECTOR NOMINEE   FOR     AGAINST     ABSTAIN     BROKER NON-VOTES   Jason DeZwirek     23,361,539       358,922       28,583       4,393,458   Todd Gleason     23,469,440       261,519       18,085       4,393,458   Robert E. Knowling, Jr.     23,614,935       115,851       18,258       4,393,458   Claudio A. Mannarino     22,106,554       1,621,065       21,425       4,393,458   Munish Nanda     23,542,091       188,051       18,902       4,393,458   Valerie Gentile Sachs     23,338,253       390,244       20,547       4,393,458   Richard F. Wallman     23,358,594       371,324       19,126       4,393,458   (2) The Company’s named executive officer compensation was approved on an advisory basis as follows: FOR     AGAINST     ABSTAIN     BROKER NON-VOTES     23,365,770       306,260       77,014       4,393,458   (3) The appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for fiscal 2023 was ratified as follows: FOR     AGAINST     ABSTAIN     27,944,482       147,440       50,580     9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description     104   Cover Page Interactive Data File (embedded within the Inline XBRL document)   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 hereunto duly authorized.     Date: June 7, 2023   CECO Environmental Corp.             By: /s/ Paul M. Gohr       Paul M. Gohr       Chief Accounting Officer
Filing details
Ticker
CECO
CIK
3197
Form type
8-K
Filing date
Jun 7, 2023
Report date
Jun 5, 2023
Document
ceco-20230605.htm
Size
260 KB