8-KThe WireStrategic
Results of Operations · Shareholder Vote
Filed Aug 4, 2016 · 10y ago · Accession 0000102037-16-000058
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
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): August 4, 2016
____________________________________________
UNIVERSAL CORPORATION
(Exact name of registrant as specified in its charter)
____________________________________________
Virginia
001-00652
54-0414210
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
9201 Forest Hill Avenue, Richmond, Virginia
23235
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code
(804) 359-9311
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))
Item 2.02.
Results of Operations and Financial Condition.
Universal Corporation (the “Company”) issued a press release on August 4, 2016 , discussing its results for the quarter ended June 30, 2016 . The press release is attached as Exhibit 99.2 and is incorporated by reference into this Item 2.02.
Item 5.07.
Submission of Matters to a Vote of Security Holders.
At the 2016 Annual Meeting of Shareholders (the "2016 Annual Meeting"), the Company’s shareholders (i) elected each of the persons listed below as a director for a term of three years, (ii) approved a non-binding advisory resolution approving the compensation of the Company’s named executive officers, (iii) ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending March 31, 2017, and (iv) rejected a shareholder proposal regarding mediation of alleged human rights violations.
As of June 10, 2016, the Company had 22,766,040 shares of common stock outstanding, each of which was entitled to one vote per share. The majority of shares entitled to vote constituted a quorum.
The Company’s shareholders voted as follows:
Proposal 1 - Election of Directors.
For
Withheld
Broker Non-Votes
Thomas H. Johnson
17,928,359
407,571
2,550,156
Michael T. Lawton
18,183,313
152,617
2,550,156
Messrs. Johnson and Lawton were elected to three-year terms. The terms of office of the following directors continued after the 2016 Annual Meeting: John B. Adams, Jr., Diana F. Cantor, George C. Freeman, III, Lennart R. Freeman, Eddie N. Moore, Jr. and Robert C. Sledd.
Proposal 2 - Approval of a non-binding advisory resolution approving the compensation of the Company’s named executive officers.
For
Against
Abstain
Broker Non-Votes
17,429,845
769,123
136,961
2,550,156
Proposal 3 - Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending March 31, 2017.
For
Against
Abstain
Broker Non-Votes
20,780,377
74,022
31,686
(none)
Proposal 4 - Shareholder proposal regarding mediation of alleged human rights violations.
For
Against
Abstain
Broker Non-Votes
764,280
16,357,989
1,213,659
2,550,156
Item 8.01.
Other Events.
On August 4, 2016 , the Board of Directors appointed Eddie N. Moore, Jr. to serve as the Lead Independent Director, effective August 4, 2016 , to serve until the next annual meeting of the Board of Directors to be held in August, 2017.
On August 4, 2016 , the Company issued a press release announcing quarterly dividends for the Company’s common stock and preferred stock. The press release is attached as Exhibit 99.1 and is incorporated by reference into this Item 8.01.
Item 9.01.
Financial Statements and Exhibits.
(d)
Exhibits
No.
Description
99.1
Press release dated August 4, 2016, announcing quarterly dividends.
99.2
Press release dated August 4, 2016, announcing results for the quarter ended June 30, 2016.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
UNIVERSAL CORPORATION
(Registrant)
Date:
August 4, 2016
By:
/s/ Preston D. Wigner
Preston D. Wigner
Vice President, General Counsel, and Secretary
Exhibit Index
Exhibit
Number
Document
99.1
Press release dated August 4, 2016, announcing quarterly dividends.
99.2
Press release dated August 4, 2016, announcing results for the quarter ended June 30, 2016.
Filing details
- Company
- UNIVERSAL CORP /VA/
- Ticker
- UVV
- CIK
- 102037
- Form type
- 8-K
- Filing date
- Aug 4, 2016
- Report date
- Aug 4, 2016
- Document
- uvv-20160630x8k.htm
- Size
- 719 KB