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Results of Operations · Shareholder Vote

Filed Aug 13, 2014 · 12y ago · Accession 0001437749-14-015182

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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 (Da te of earliest event reported): August 12, 2014 Crown Crafts, Inc. (Exact name of registrant as specified in its charter) Delaware 1-7604 58-0678148 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 916 South Burnside Avenue, Gonzales, LA 70737 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (225) 647-9100 (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: ☐ 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)) Item 2.02. Results of Operations and Financial Condition On August 13, 2014, Crown Crafts, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of fiscal year 2015, which ended June 29, 2014. A copy of that press release is attached hereto as Exhibit 99.1. The information in this Item 2.02 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or document pursuant to the Securities Act of 1933, as amended. Item 5.07. Submission of Matters to a Vote of Security Holders The 2014 Annual Meeting of Stockholders of the Company was held on August 12, 2014 at the Company’s executive offices, located at 916 South Burnside Avenue, Third Floor, Gonzales, Louisiana. The following tables reflect the tabulation of the votes with respect to each proposal submitted to a vote of the Company’s stockholders at the 2014 Annual Meeting. Abstentions were counted as present for the purpose of establishing a quorum, but were not treated as votes cast on each respective proposal. PROPOSAL 1: ELECTION OF DIRECTORS To elect two members to the Board of Directors to hold office as Class III Directors until the 2017 Annual Meeting of Stockholders. The Class III Nominees that received a plurality of the properly cast votes of the outstanding shares of Series A common stock entitled to vote on this proposal were Donald Ratajczak and Patricia Stensrud, who were thereby elected as the Company’s Class III Directors. The tabulation of the results of the voting is as follows: Nominee For Authority Withheld Broker Non-Votes Donald Ratajczak 6,720,704 118,006 2,583,691 Patricia Stensrud 6,725,031 113,679 2,583,691 PROPOSAL 2: RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITOR To ratify the appointment of KPMG LLP as the Company’s independent auditor for the fiscal year ending March 29, 2015. This proposal was approved by properly cast votes in the affirmative of a majority of the outstanding shares of Series A common stock entitled to vote on this proposal. The tabulation of the results of the voting is as follows: For Against Abstain Broker Non-Votes 9,305,291 104,814 12,296 0 PROPOSAL 3: APPROVAL OF CROWN CRAFTS, INC. 2014 OMNIBUS EQUITY COMPENSATION PLAN To approve the Company’s 2014 Omnibus Equity Compensation Plan. This proposal was approved by properly cast votes in the affirmative of a majority of the outstanding shares of Series A common stock entitled to vote on this proposal. The tabulation of the results of the voting is as follows: For Against Abstain Broker Non-Votes 6,109,077 660,270 69,363 2,583,691 Item 9.01. Financial Statements and Exhibits . (d) Exhibits 99.1 Press Release dated August 13, 2014. 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 thereunto duly authorized. CROWN CRAFTS, INC. Date: A u gust 13 , 201 4 /s/ Olivia W. Elliott Olivia W. Elliott Vice President and Chief Financial Officer Exhibit Index Exhibit No. Description of E xhibit 99.1 Press Release dated August 13, 2014.
Filing details
Ticker
CRWS
CIK
25895
Form type
8-K
Filing date
Aug 13, 2014
Report date
Aug 12, 2014
Document
crws20140805_8k.htm
Size
117 KB