Form 8-K LAWSON PRODUCTS INC/NEW/ For: May 11
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E-mailUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| (Exact name of registrant as specified in its charter) | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||||||||
| (Registrant's telephone number, including area code) | |||||||||||||||||
| 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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
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.
Lawson Products, Inc. (the "Company") held a vote at the 2021 Annual Meeting of Stockholders on May 11, 2021. Out of the 9,066,547 voting shares outstanding, the holders of 8,755,127 shares of the Company’s common stock were represented in person or by proxy to vote on the following proposals:
Proposal 1: Election of Directors
Directors Andrew B. Albert, I. Steven Edelson, J. Bryan King and Bianca A. Rhodes were elected to serve until the 2022 Annual Meeting of Stockholders. Of the 8,755,127 shares present in person or represented by proxy at the meeting, Messrs. Albert, Edelson, King and Ms. Rhodes received the following votes:
| For | Withheld | Broker Non-Votes | |||||||||||||||
| Andrew B. Albert | 8,037,044 | 223,409 | 494,674 | ||||||||||||||
| I. Steven Edelson | 8,167,018 | 93,435 | 494,674 | ||||||||||||||
| J. Bryan King | 8,226,131 | 34,322 | 494,674 | ||||||||||||||
| Bianca A. Rhodes | 8,236,253 | 24,200 | 494,674 | ||||||||||||||
Proposal 2: Ratification of the Appointment of BDO USA, LLP
A proposal to ratify the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021, was approved. Of the 8,755,127 shares present in person or represented by proxy at the meeting, 8,739,627 shares were voted for the proposal, 14,875 shares were voted against the proposal and 625 shares abstained from voting with respect to the proposal.
Proposal 3: Advisory Vote to Approve Named Executive Officer Compensation
An advisory proposal to approve the compensation of the Company’s Named Executive Officers was approved in a non-binding vote. Of the 8,755,127 shares present or represented by proxy at the meeting, 8,018,270 shares were voted for the proposal, 241,137 shares were voted against the proposal and 1,046 shares abstained from voting with respect to the proposal. There were 494,674 broker non-votes.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
LAWSON PRODUCTS, INC. | |||||||||||
(Registrant) | |||||||||||
Date: | May 13, 2021 | By: /s/ Richard D. Pufpaf | |||||||||
Name: Richard D. Pufpaf | |||||||||||
Title: Senior Vice President, Corporate Secretary and General Counsel | |||||||||||
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