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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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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
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