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 13, 2014

 

ORCHIDS PAPER PRODUCTS COMPANY

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

001-32563

 

23-2956944

(State or Other Jurisdiction of

 

(Commission

 

(IRS Employer

Incorporation)

 

File Number)

 

Identification Number)

 

4826 Hunt Street

Pryor, Oklahoma 74361

(Address of Principal Executive Offices)

 

(918) 825-0616

(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 (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.

 

On May 13, 2014, Orchids Paper Products Company (the “Company”) held its Annual Meeting of Stockholders (“Annual Meeting”).  At the Annual Meeting, the stockholders of the Company: (i) elected six directors; (ii) approved, by advisory vote, the Company’s executive compensation; and (iii) ratified the Audit Committee’s selection of HoganTaylor LLP as the Company’s independent registered public accounting firm for the fiscal year 2014. The proposals are described in detail in the Company’s Definitive Proxy Statement (“Proxy Statement”) that was filed with the Securities and Exchange Commission on April 7, 2014.

 

On March 31, 2014, the record date for the Annual Meeting, 8,067,225 shares of the Company’s Common Stock were issued and outstanding, of which 7,375,124 were present at the Annual Meeting for purposes of establishing a quorum. The final voting results on the proposals considered at the Annual Meeting are set forth below.

 

1.                                                 Election of Directors. Each of the nominees for director, as listed in the Proxy Statement, was elected to serve until the conclusion of the Company’s 2015 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified, with the voting results as follows:

 

Name

 

Votes
FOR

 

Votes
WITHHELD

 

Broker
Non-Votes

 

Steven R. Berlin

 

4,744,243

 

275,575

 

2,355,306

 

John C. Guttilla

 

4,749,518

 

270,300

 

2,355,306

 

Douglas E. Hailey

 

4,792,053

 

227,765

 

2,355,306

 

Mark H. Ravich

 

4,762,254

 

257,564

 

2,355,306

 

Elaine MacDonald

 

4,771,696

 

248,122

 

2,355,306

 

Jeffrey S. Schoen

 

4,762,149

 

257,669

 

2,355,306

 

 

2.                                                 Approval, by Advisory Vote, of Executive Compensation. The Company’s executive compensation was approved, with the voting results as follows:

 

Votes
FOR

 

Votes
AGAINST

 

Abstentions

 

Broker
Non-Votes

 

4,070,714

 

848,303

 

100,796

 

2,355,311

 

 

3.                                              Ratification of HoganTaylor LLP. The Audit Committee’s appointment of HoganTaylor LLP as the Company’s independent registered public accounting firm for the fiscal year 2014 was ratified, with the voting results as follows:

 

Votes
FOR

 

Votes
AGAINST

 

Abstentions

 

Broker
Non-Votes

 

7,167,621

 

178,437

 

29,065

 

 

 

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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 by the undersigned hereunto duly authorized.

 

 

 

ORCHIDS PAPER PRODUCTS COMPANY

 

 

 

 

 

 

Date: May 14, 2014

By:

/s/ Keith R. Schroeder

 

 

Keith R. Schroeder

 

 

Chief Financial Officer

 

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