efc14-447_8k.htm
 

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):
May 9, 2014 (May 7, 2014)

Alamo Group Inc.
(Exact name of registrant as specified in its charter)

State of Delaware
(State or Other Jurisdiction
of Incorporation)
0-21220
 (Commission file number)
 74-1621248
(I.R.S. Employer
Identification No.)


1627 E. Walnut
Seguin, Texas 78155
(Address of Registrant’s principal executive offices, including zip code)

(830) 379-1480

(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:

¨ 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 5.07. Submission of Matters to a Vote of Security Holders.

On May 7, 2014, Alamo Group Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”).  The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Company’s proxy statement filed with the Securities and Exchange Commission on March 18, 2014 (the “Proxy Statement”).

Set forth below, with respect to each proposal, are the number of votes cast for or against, the number of abstentions and the number of broker non-votes:

Proposal 1 — Election of directors

The majority of stockholders approved the election of all seven of the nominees for director to serve until the next Annual Meeting or until their successors are duly elected and qualified.  The voting results were as follows:
 
For
 
Against
 
Abstain
 
Broker
Non-Votes
Roderick R. Baty
8,036,390
 
184,404
 
3,640
 
644,471
Helen W. Cornell
8,197,005
 
23,488
 
3,941
 
644,471
Jerry E. Goldress
6,320,088
 
1,900,816
 
3,531
 
644,470
David W. Grzelak
8,032,183
 
188,371
 
3,882
 
644,469
Gary L. Martin
8,018,685
 
202,109
 
3,640
 
644,471
Ronald A. Robinson
8,199,016
 
21,614
 
3,806
 
644,469
James B. Skaggs
8,197,189
 
23,456
 
3,791
 
644,469

Proposal 2 — Ratification of appointment of KPMG LLP as independent auditor for fiscal year 2014

The appointment of KPMG LLP to serve as the Company's independent auditor for the fiscal year ending December 31, 2014 was ratified. The voting results were as follows:

For
 
Against
 
Abstain
 
Broker
Non-Votes
8,807,066
 
54,961
 
6,878
 
-

Proposal 3 — Advisory vote on compensation of named executive officers

The majority of stockholders approved, on an advisory, non-binding basis, the compensation of our named executive officers as described in the Proxy Statement, by the votes set forth in the table below:

For
 
Against
 
Abstain
 
Broker
Non-Votes
8,150,711
 
60,205
 
13,519
 
644,470
 
 
 

 

 
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 authorized officer.
 
 
Alamo Group Inc.
 
       
Date: May 9, 2014
By:
/s/ Robert H. George  
   
Robert H. George
 
   
Vice President