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EX-99.2 - EX-99.2 - METALICO INCexhibit2.htm
EX-99.1 - EX-99.1 - METALICO INCexhibit1.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):   June 3, 2014

Metalico, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 001-32453 52-2169780
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
186 North Ave. East, Cranford, New Jersey   07016
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (908) 497-9610

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:

[  ]  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.

(a) Metalico, Inc. (the “Company”) held its Annual Meeting of Stockholders on June 3, 2014.

(b) The following matters were voted upon at the Annual Meeting:

(i) Stockholders voted on the election of nominees for the Board of Directors to serve for a term expiring at the Company’s 2015 Annual Meeting. Each individual named below was re-elected to the Board. The results of voting are set forth opposite the names of the nominees:

                                 
                            Broker
    For   Against   Abstentions   Non-Votes
Carlos E. Agüero
    22,304,234       1,257,301       60,461       18,882,037  
Michael J. Drury
    22,223,329       1,336,806       61,861       18,882,037  
Sean P. Duffy
    22,221,614       1,333,221       67,161       18,882,037  
Paul A. Garrett
    22,312,164       1,242,551       67,281       18,882,037  
Bret R. Maxwell
    22,330,523       1,223,062       68,411       18,882,037  

(ii) Stockholders approved a proposal to ratify the selection of CohnReznick, LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 as follows:

                 
For   Against   Abstentions
41,263,173
    896,967       343,893  
 
               

(iii) Stockholders endorsed an advisory resolution to approve the compensation of the Company’s named executive officers as follows:

                         
For   Against   Abstentions   Broker Non-Votes
21,964,577
    1,417,202       240,217       18,882,037  

Item 8.01. Other Events.

On June 4, 2014, the Company issued a press release announcing its strategy for satisfying certain conditional financial obligations and results of its 2014 Annual Meeting of Stockholders. A copy of the press release is attached to this Form 8-K as Exhibit 99.2 and is incorporated herein by reference. The attached press release can also be accessed on the Company’s website at www.metalico.com.

Item 9.01. Financial Statements and Exhibits.

Ex. 99.1 Minutes of the Annual Meeting of Stockholders of June 3, 2014. The Minutes will also be available on the Corporate Governance page of the Company’s website at www.metalico.com.

Ex. 99.2 Press Release issued June 4, 2014.


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.

         
    Metalico, Inc.
          
June 4, 2014   By:   /s/ Carlos E. Aguero
       
        Name: Carlos E. Aguero
        Title: Chairman, President and Chief Executive Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Minutes of the 2014 Annual Stockholders Meeting of Metalico, Inc. held June 3, 2014
99.2
  Press Release issued June 4, 2014