8-KThe WireRoutine
Shareholder Vote
Filed May 12, 2022 · 4y ago · Accession 0000067716-22-000031
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 10, 2022
MDU Resources Group Inc
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.)
incorporation)
Delaware 1-03480 30-1133956
1200 West Century Avenue
P.O. Box 5650
Bismarck , North Dakota 58506-5650
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code ( 701 ) 530-1000
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 Securities Exchange Act of 1934:
(Title of each class) (Trading Symbol(s)) (Name of each exchange on which registered)
Common Stock, par value $1.00 per share MDU 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 Annual Meeting of Stockholders of MDU Resources Group, Inc. (the "Company") was held on May 10, 2022. Three Company proposals were submitted to stockholders as described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 25, 2022. The proposals and the results of the stockholder vote, with fractional share totals rounded to the nearest whole share, are as follows:
1.
Shares
For Shares
Against Abstentions Broker
Non-Votes
Proposal to Elect Nine Directors for One-Year Terms:
Thomas Everist
146,087,488 4,133,111 310,939 28,843,785
Karen B. Fagg
146,869,011 3,386,600 275,927 28,843,785
David L. Goodin
147,920,558 2,261,911 349,069 28,843,785
Dennis W. Johnson
146,550,023 3,682,706 298,809 28,843,785
Patricia L. Moss
129,126,300 21,118,315 286,923 28,843,785
Dale S. Rosenthal
148,335,852 1,889,511 306,175 28,843,785
Edward A. Ryan
146,877,603 3,253,419 400,516 28,843,785
David M. Sparby
148,782,368 1,438,535 310,635 28,843,785
Chenxi Wang
147,996,384 2,086,082 449,072 28,843,785
All of the Company’s nominees were elected, having received more votes cast “for” their election than “against” their election.
2.
Shares
For Shares
Against Abstentions Broker
Non-Votes
Advisory Vote to Approve the Compensation Paid to the Company's Named Executive Officers 144,014,541 5,551,276 965,721 28,843,785
The proposal was approved, on a non-binding advisory basis, having received the affirmative vote of a majority of the common stock present in person or represented by proxy at the meeting and entitled to vote on the proposal .
3.
Shares
For Shares
Against Abstentions
Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for 2022
174,295,459 4,324,021 755,843
The proposal was approved, having received the affirmative vote of a majority of the common stock present in person or represented by proxy at the meeting and entitled to vote on the proposal.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
Date: May 12, 2022
MDU Resources Group, Inc.
By: /s/ Karl A. Liepitz
Karl A. Liepitz
Vice President, General Counsel
and Secretary
Filing details
- Company
- MDU RESOURCES GROUP INC
- Ticker
- MDU
- CIK
- 67716
- Form type
- 8-K
- Filing date
- May 12, 2022
- Report date
- May 10, 2022
- Document
- mdu-20220510.htm
- Size
- 218 KB