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8-KThe WireRoutine

Shareholder Vote

Filed Jun 6, 2019 · 7y ago · Accession 0001564590-19-021896

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 reported): June 5, 2019 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 Dallas, Texas 75254 (Address of Principal Executive Offices) (Zip Code) (Registrant’s Telephone Number, Including Area Code): (214) 357-6181 Not Applicable (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)) 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 CECE 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, 2019, CECO Environmental Corp. (the “ Company ”) held its 2019 Annual Meeting of Stockholders (the “ Annual Meeting ”). At the Annual Meeting, stockholders of the Company considered: 1) the election of the eight director nominees named in the proxy statement; 2) an advisory vote to approve the Company’s named executive officer compensation; 3) an advisory vote to recommend the frequency of future advisory votes to approve named executive officer compensation; and 4) the ratification of the Company’s independent registered public accounting firm for fiscal 2019. The voting results at the Annual Meeting with respect to each of the matters described above were as follows: 1. The eight director nominees named in the proxy statement and standing for election were elected based upon the following votes: DIRECTOR NOMINEE FOR WITHHELD BROKER NON-VOTES Jason DeZwirek 24,397,603 2,053,357 4,349,815 Dennis Sadlowski 25,576,454 874,506 4,349,815 Eric M. Goldberg 26,237,821 213,139 4,349,815 David B. Liner 25,784,725 666,235 4,349,815 Claudio A. Mannarino 26,092,329 358,631 4,349,815 Munish Nanda 26,235,116 215,844 4,349,815 Jonathan Pollack 22,845,027 3,605,933 4,349,815 Valerie Gentile Sachs 26,100,518 350,442 4,349,815 2. The Company’s named executive officer compensation was approved on an advisory basis as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 26,244,221 160,148 46,591 4,349,815 3. The Company’s frequency of future advisory votes for named executive officer compensation was recommended on an advisory basis as follows: 1 YEAR 2 YEAR 3 YEAR ABSTAIN BROKER NON-VOTES 24,159,603 223,068 2,023,888 44,401 4,349,815 4 . The appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for fiscal 2019 was ratified as follows: FOR AGAINST ABSTAIN 30,345,895 439,478 15,402 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 6, 2019 CECO Environmental Corp. By: /s/ Matthew Eckl Matthew Eckl Chief Financial Officer
Filing details
Ticker
CECO
CIK
3197
Form type
8-K
Filing date
Jun 6, 2019
Report date
Jun 5, 2019
Document
cece-8k_20190605.htm
Size
102 KB