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8-KThe WireRoutine

Shareholder Vote

Filed Dec 17, 2021 · 4y ago · Accession 0000105132-21-000037

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): December 14, 2021 __________ WD-40 COMPANY (Exact Name of Registrant as specified in its charter ) _______ Delaware (State or other jurisdiction of incorporation or organization) 000-06936 (Commission File Number) 95-1797918 (I.R.S. Employer Identification Number) 9715 Businesspark Avenue , San Diego , California 92131 (Address of principal executive offices, with zip code) ( 619 ) 275-1400 (Registrant’s telephone number, including area code) n/a (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 (see General Instruction A.2. below): o Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o 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 exchange on which registered Common stock, par value $0.001 per share WDFC NASDAQ 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 o 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 o Item 5.07. Submission of Matters to a Vote of Security Holders On December 14, 2021, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”) in a virtual meeting format via webcast. At the Annual Meeting, the holders of 12,651,266 shares of common stock, which represents approximately 92% of the outstanding shares entitled to vote as of the record date of October 18, 2021, were represented virtually or by proxy. The proposals are described in more detail in the Company’s Proxy Statement. The matters voted upon at the Annual Meeting and the voting results are set forth below. 1. Election of Directors : The Company’s stockholders elected the following directors to each serve until the next Annual Meeting or until a successor is duly elected and qualified. The voting results were as follows: Votes For Votes Against Abstain Broker Non-Votes Daniel T. Carter 10,649,516 72,234 12,101 1,917,415 Melissa Claassen 10,696,718 25,933 11,200 1,917,415 Eric P. Etchart 10,669,005 52,627 12,219 1,917,415 Lara L. Lee 10,700,679 22,047 11,125 1,917,415 Trevor I. Mihalik 10,632,466 89,148 12,237 1,917,415 Graciela I. Monteagudo 10,660,970 61,160 11,721 1,917,415 David B. Pendarvis 10,674,446 46,653 12,752 1,917,415 Garry O. Ridge 10,629,156 93,256 11,439 1,917,415 Gregory A. Sandfort 10,665,338 56,325 12,188 1,917,415 Anne G. Saunders 10,637,044 85,060 11,747 1,917,415 2. Advisory Vote to approve Executive Compensation : The Company’s stockholders approved, by advisory vote, the compensation paid to the Company’s named executive officers. The voting results were as follows: Votes For Votes Against Abstain Broker Non-Votes 10,551,083 153,304 29,464 1,917,415 3. Ratification of Appointment of Independent Auditor : The Company’s stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending August 31, 2022. The voting results were as follows: Votes For Votes Against Abstain 10,759,396 1,875,002 16,868 ‎ 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. WD-40 Company (Registrant) Date: December 17, 2021 /s/ JAY W. REMBOLT Jay W. Rembolt Vice President, Finance Treasurer and Chief Financial Officer
Filing details
Company
WD 40 CO
Ticker
WDFC
CIK
105132
Form type
8-K
Filing date
Dec 17, 2021
Report date
Dec 14, 2021
Document
wdfc-20211214x8k.htm
Size
323 KB