8-KThe WireRoutine
Shareholder Vote · Company Update
Filed May 27, 2021 · 5y ago · Accession 0001174947-21-000581
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: May 27, 2021
MIDDLESEX WATER COMPANY
(Exact name of registrant as specified
in its charter)
New Jersey
0-422
22-1114430
(State or other jurisdiction of
(Commission
(I.R.S. Employer
incorporation or organization)
File Number)
Identification No.)
485C Route 1 South , Suite 400 , Iselin ,
New Jersey 08830
(Address of Principal Executive Offices)
(Zip Code)
732 - 634-1500
(Registrant’s telephone number,
including area code)
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 Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common
Stock, No Par Value
MSEX
The NASDAQ Stock Market, LLC
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 ☐
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
Middlesex Water Company (the “Company”)
held its Annual Meeting of Shareholders on Tuesday, May 25, 2021 via virtual audio webcast. Shareholders voted to re-elect continuing
directors Dennis W. Doll, Kim C. Hanemann and Ann L. Noble (Class I), to serve a term of office of three years; and Joshua Bershad, M.D.
(Class III), to serve the remaining two years of a three-year term. At the Annual Meeting, the Company’s shareholders voted on the
following proposals set forth in the Company’s Definitive Proxy Statement on Schedule 14A, (2021 Proxy Statement) which was filed
with the Securities and Exchange Commission on April 12, 2021 and mailed to shareholders.
Proposal No. 1
Description of Matters Submitted
1)
A proposal to elect four nominees to the Board – Directors Dennis W. Doll, Kim C. Hanemann and Ann L. Noble (Class I) whose terms
would expire at the 2024 Annual Meeting of Shareholders and Director Joshua Bershad, M.D. (Class III) whose term would expire at the 2023
Annual Meeting of Shareholders. The directors were elected and received the following votes:
Director
For
Withheld
Broker Non-Votes
Joshua Bershad, M.D.
12,002,581
100,090
2,971,363
Dennis W. Doll
11,734,364
368,307
2,971,363
Kim C. Hanemann
10,939,859
1,162,812
2,971,363
Ann L. Noble
11,316,599
786,072
2,971,363
Proposal No. 2
Description of Matters Submitted
2)
A proposal to approve a non-binding advisory resolution approving the compensation of the Company’s named executive officers as
disclosed in the 2021 Proxy Statement. The proposal was approved and received the following votes:
For
Against
Abstain
Broker Non-Vote
11,535,743
483,906
83,022
2,971,363
Proposal No. 3
Description of Matters Submitted
3)
A proposal to ratify the appointment by the Audit Committee of Baker Tilly US, LLP as the Company’s independent registered public
accounting firm for the fiscal year ending December 31, 2021.
For
Against
Abstain
Broker Non-Vote
14,987,811
41,497
44,726
0
Item 8.01 Other Events
2021 Annual Meeting of Shareholders
On May 25, 2021, Middlesex Water Company held its 2021
Annual Meeting of Shareholders virtually and exclusively online via audio webcast. Announcement of voting results at which shareholders
elected three Class I Directors and one Class III Director; approved, by a non-binding advisory vote, the compensation of the Company’s
named executive officers and ratified the Audit Committee’s appointment of Baker Tilly US, LLP as the independent registered public
accounting firm for 2021 is described above.
Management’s presentation at the Annual Meeting
of Shareholders will be available in the Investors section of the company’s website www.middlesexwater.com under News & Events/Presentations.
The presentation is also filed herewith as Exhibit 99.1 and is hereby incorporated by reference.
Press Release
On May 27, 2021, the Company issued a press release
describing the voting results of shareholders at the Annual Meeting held May 25, 2021. A copy of the Company’s press release dated
May 27, 2021 is filed herewith as Exhibit 99.2 and is hereby incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit
Description of Document
99.1
Company officers’ slide show presentation at the Annual Meeting of Shareholders
held May 25, 2021
99.2
Company press release announcing Annual Meeting voting results dated May 27, 2021.
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 of the undersigned hereunto duly authorized.
MIDDLESEX WATER COMPANY
(Registrant)
s/A. Bruce O’Connor
A. Bruce O’Connor
Sr. Vice President, Treasurer and
Chief Financial Officer
Dated: May 27, 2021
Filing details
- Company
- MIDDLESEX WATER CO
- Ticker
- MSEXP
- CIK
- 66004
- Form type
- 8-K
- Filing date
- May 27, 2021
- Report date
- May 27, 2021
- Document
- form8k-26241_msx.htm
- Size
- 4.3 MB