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8-KThe WireRoutine

Shareholder Vote

Filed Dec 20, 2022 · 3y ago · Accession 0001564590-22-039504

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, 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): December 20, 2022   THE LGL GROUP, INC . (Exact Name of Registrant as Specified in Charter)       Delaware 001-00106 38-1799862 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)       2525 Shader Road , Orlando , FL 32804 (Address of Principal Executive Offices) (Zip Code)   Registrant’s Telephone Number, Including Area Code: ( 407 ) 298-2000 (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(s)   Name of each exchange on which registered Common Stock, par value $0.01   LGL   NYSE American           Warrants to Purchase Common Stock, par value $0.01   LGL WS   NYSE American   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.       ☐       Item 5.07. Submission of Matters to a Vote of Security Holders. On December 20, 2022, The LGL Group, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). The following matters were submitted to a vote of the Company’s stockholders at the Annual Meeting: (i) the election of five directors to serve until the Company’s 2023 Annual Meeting of Stockholders and until their successors are duly elected and qualified; (ii) the ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022; and (iii) a non-binding advisory resolution to approve the compensation of the Company’s named executive officers. The three proposals are described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on November 29, 2022 (the “Definitive Proxy Statement”). Each of the matters submitted to a vote of the Company’s stockholders at the Annual Meeting was approved by the requisite vote of the Company’s stockholders. Set forth below is the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes as to each such matter, including a separate tabulation with respect to each nominee for director, as applicable. Nominee For Withheld Broker Non-Votes Marc Gabelli 2,504,178 75,080 1,126,070 Timothy Foufas 2,505,979 73,279 1,126,070 Manjit Kalha 2,367,447 211,811 1,126,070 Michael Ferrantino 2,380,136 199,122 1,126,070 Kaan Aslansan 2,517,807 61,451 1,126,070       Proposal For Against Abstain Broker Non-Votes Ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 3,637,575 66,960 793 −   Proposal For Against Abstain Broker Non-Votes Non-binding advisory resolution to approve the compensation of the Company’s named executive officers 2,431,368 102,305 45,585 1,126,070       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.   December 20, 2022 THE LGL GROUP, INC.           By: /s/ James W. Tivy     Name: James W. Tivy     Title: Chief Accounting Officer
Filing details
Ticker
LGL-RW
CIK
61004
Form type
8-K
Filing date
Dec 20, 2022
Report date
Dec 20, 2022
Document
lgl-8k_20221220.htm
Size
205 KB