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EX-99.(A) - EXHIBIT 99(A) - CULP INCa50711923ex99a.htm
UNITED 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

Date of Report (Date of earliest event reported)      September 17, 2013

Culp, Inc.
(Exact Name of Registrant as Specified in its Charter)


North Carolina
 
1-12597
 
56-1001967
(State or Other Jurisdiction
of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)

1823 Eastchester Drive
High Point, North Carolina  27265
(Address of Principal Executive Offices)
(Zip Code)

(336) 889-5161
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former name or address, if changed from 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))
 
 
 

 
 
INDEX
 
 
Page
   
Item 5.07 – Submission of Matters to a Vote of Security Holders
3
   
Item 8.01 – Other Events
4
   
Item 9.01(d) – Exhibits
4
   
Signature
5
   
Exhibit Index
6
 
 
 

 
 
Item 5.07.          Submission of Matters to a Vote of Security Holders.
 
On September 17, 2013, Culp, Inc. (the “Company”) held its annual meeting of shareholders.  At the meeting, the Company’s shareholders: (i) elected each of the five persons listed below under Proposal 1 to serve as a director of the Company until the 2014 annual meeting, or until their successors are elected and qualified; (ii) ratified the appointment of Grant Thornton LLP as the independent auditors of the Company for fiscal 2014; and (iii) voted for a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers (Say on Pay vote).  The following information sets forth the results of the voting at the annual meeting.
 
Proposal 1:  To elect five directors to serve until the 2014 annual meeting of shareholders, or until their successors are elected and qualified
 
Director Nominee
Shares
Voted For
Shares
Withheld
Broker
Non-Votes
Robert G. Culp, III
9,806,957
 
625,968
1,254,142
Patrick B. Flavin
10,292,249
 
140,676
1,254,142
Kenneth R. Larson
9,999,641
 
433,284
1,254,142
Kenneth W. McAllister
10,268,759
 
164,166
1,254,142
Franklin N. Saxon
10,268,656
 
164,269
1,254,142
 
Proposal 2:  To ratify the appointment of Grant Thornton LLP as the Company’s independent auditors for fiscal 2014
 
For
11,674,502
Against
3,028
Abstain
9,537
Broker Non-Votes
0
 
Proposal 3:  Advisory vote on executive compensation (Say on Pay)
 
For
10,400,223
Against
20,533
Abstain
12,169
Broker Non-Votes
1,254,142
 
 
3

 
 
Item 8.01.         Other Events.
 
On September 18, 2013, the Company issued a news release to announce a cash dividend.  The Company reported that its board of directors had declared a cash dividend of four cents per share on its common stock, payable on October 15, 2013 to shareholders of record on October 1, 2013.
 
Item 9.01(d).     Exhibits.
 
Exhibit 99(a)            News Release dated September 18, 2013
 
 
4

 
 
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.
 
Date:      September 18, 2013
 
 
Culp, Inc.
     
  By:
/s/ Kenneth R. Bowling
   
Kenneth R. Bowling
   
Chief Financial Officer
 
 
5

 
 
EXHIBIT INDEX
 
Exhibit Number
Exhibit
   
99(a)
News Release dated September 18, 2013
 
 
6