8-KThe WireRoutine
Shareholder Vote
Filed Dec 27, 2018 · 7y ago · Accession 0001104659-18-074920
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):
December 20, 2018
MESABI TRUST
(Exact name of registrant as specified in its charter)
New York
1-4488
13-6022277
(State or other jurisdiction of
incorporation)
(Commission File Number)
(I.R.S. Employer Identification
Number)
c/o Deutsche Bank Trust Company Americas
Trust & Agency Services
60 Wall Street
16th Floor
New York, New York
10005
(Address of principal executive offices)
(Zip Code)
(904) 271-2520
(Registrants 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:
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))
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 20, 2018, Mesabi Trust held its Special Meeting (the Special Meeting) of the Trust Certificate Holders of Mesabi Trust (the Unitholders) in Minneapolis, Minnesota, and submitted two of four matters to the vote of Unitholders. The proposals are described in detail in Mesabi Trusts definitive proxy statement filed with the Securities and Exchange Commission on November 9, 2018. As of November 9, 2018, the record date, approximately 13,120,010 units of beneficial interest of Mesabi Trust were outstanding. At the Special Meeting, a total of 7,770,868 units of beneficial interest of Mesabi Trust, representing approximately 59.23% of total units outstanding and eligible to vote and constituting a quorum, were present in person or by valid proxies at the Special Meeting.
A summary of the matters voted upon by Unitholders is set forth below.
Proposal 3 : At the Meeting, Unitholders voted to approve James A. Ehrenberg as Chairman of the Special Meeting and Jeffrey Schoenfeld as Secretary of the Special Meeting. The following votes were taken in connection with this proposal, as certified by the inspector of election:
FOR
AGAINST
ABSTAIN
BROKER
NON-VOTE
6,227,763
736,230
806,875
0
Proposal 4 : At the Meeting, the Unitholders voted to authorize any motion to adjourn the Special Meeting, or any adjournments thereof, to a later date or dates, if necessary, to allow time for further solicitation of proxies in the event that a quorum is not present and/or there are insufficient votes present in person or represented by proxies at the Special Meeting to approve the proposals. The following votes were taken in connection with this proposal, as certified by the inspector of election:
FOR
AGAINST
ABSTAIN
BROKER
NON-VOTE
5,837,696
1,599,849
333,323
0
The named proxies for the Unitholders approved an adjournment of the Special Meeting to allow the polls to remain open until 11:00 a.m. Central on Wednesday, January 23, 2019 to solicit additional votes for the approval of Proposal 1 (the appointment of Robin M. Radke as an individual trustee of Mesabi Trust to succeed Richard G. Lareau, who is retiring) and Proposal 2 (the approval of an amendment to the Agreement of Trust which would increase the minimum compensation payable to each individual Trustee and the Corporate Trustee).
The Special Meeting will be reconvened at the offices of Fox Rothschild LLP located at 222 South Ninth Street, Suite 2000, Minneapolis, Minnesota 55402 on Wednesday, January 23, 2019 at 11:00 a.m. Central.
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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.
MESABI TRUST
By:
/s/ Kenneth R. Ring
Kenneth R. Ring
Director
Deutsche Bank National Trust Company
For Deutsche Bank Trust Company Americas
Dated: December 27, 2018
3
Filing details
- Company
- MESABI TRUST
- Ticker
- MSB
- CIK
- 65172
- Form type
- 8-K
- Filing date
- Dec 27, 2018
- Report date
- Dec 20, 2018
- Document
- a18-42100_18k.htm
- Size
- 34 KB