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8-KThe WireRoutine

Shareholder Vote

Filed Dec 1, 2016 · 9y ago · Accession 0001174947-16-003446

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) : November 30, 2016 ENVIROSTAR, INC. (Exact name of registrant as specified in its charter) Delaware 001-14757 11-2014231 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 290 N.E. 68 Street, Miami, Florida 33138 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (305) 754-4551 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 (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)) Item 5.07 Submission of Matters to a Vote of Security Holders. At the 2016 Annual Meeting of Stockholders (the “Annual Meeting”) of EnviroStar, Inc. (the “Company”) held on November 30, 2016, the following proposals were submitted to a vote of the Company’s stockholders: (i) the election of eight directors, each for a term expiring at the Company’s 2017 Annual Meeting of Stockholders; (ii) a non-binding advisory vote to approve the compensation of the Company’s “named executive officers” for the fiscal year ended June 30, 2016; (iii) a vote to approve the issuance of 388,504 additional shares of the Company’s Common Stock pursuant to the Asset Purchase Agreement, dated as of September 7, 2016, by and among the Company, Western State Design, Inc., Dennis Mack, Tom Marks and Western State Design LLC (the “WSD Asset Purchase Agreement”); and (iv) a vote to approve an amendment to the Company’s Certificate of Incorporation, as amended, to increase the number of authorized shares of the Company’s Common Stock from 15,000,000 shares to 20,000,000 shares. The election of each of the eight director nominees and the three other proposals presented at the Annual Meeting were approved by the Corporation’s stockholders. A summary of the voting results is set forth below. Proposal 1: Election of Directors Director Nominee Votes For Votes Withheld Broker Non- Votes Henry M. Nahmad 7,569,561 248,502 1,316,926 Michael S. Steiner 7,569,561 248,502 1,316,926 Venerando J. Indelicato 7,568,361 249,702 1,316,926 David Blyer 7,783,121 34,942 1,316,926 Alan M. Grunspan 7,783,121 34,942 1,316,926 Hal M. Lucas 7,783,121 34,942 1,316,926 Dennis Mack 7,569,761 248,302 1,316,926 Todd Oretsky 7,783,121 34,942 1,316,926 Proposal 2: Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company’s “Named Executive Officers” for the Fiscal Year Ended June 30, 2016 Votes For Votes Against Abstentions Broker Non-Votes 7,787,897 23,963 6,346 1,316,926 Proposal 3: Approval of the issuance of 388,504 additional shares of the Company’s Common Stock pursuant to the WSD Asset Purchase Agreement Votes For Votes Against Abstentions Broker Non-Votes 7,657,808 158,569 1,829 1,316,926 Proposal 4: Approval of the amendment to the Company’s Certificate of Incorporation, as amended, to increase the number of authorized shares of the Company’s Common Stock from 15,000,000 shares to 20,000,000 shares Votes For Votes Against Abstentions Broker Non-Votes 9,078,890 48,511 7,731 0 SIGNATURES 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. ENVIROSTAR, INC. Date: December 1, 2016 By: /s/ Venerando J. Indelicato Venerando J. Indelicato, Chief Financial Officer and Treasurer
Filing details
Ticker
EVI
CIK
65312
Form type
8-K
Filing date
Dec 1, 2016
Report date
Nov 30, 2016
Document
form8k-16845_evi.htm
Size
28 KB