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EX-99.1 - CONSUMER PORTFOLIO SERVICES, INC.cpss8kex991_dtd140530.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) May 30, 2014

 
CONSUMER PORTFOLIO SERVICES, INC.
 
 
(Exact Name of Registrant as Specified in Charter)
 

 
 
CALIFORNIA
 
1-11416
 
33-0459135
 
 
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 



 
3800 How Hughes Pkwy, Ste 1400, Las Vegas, NV 89169
 
 
(Address of Principal Executive Offices) (Zip Code)
 

Registrant's telephone number, including area code (949) 753-6800

 
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 (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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At our annual meeting of shareholders held on May 30, 2014 (the “Annual Meeting”), our shareholders approved the material terms of our Executive Management Bonus Plan (the “Plan”). The compensation committee of our board of directors had previously adopted and approved the Plan, subject to shareholder approval.

We incorporate by reference the description of the Plan contained in our definitive proxy statement filed with the Securities and Exchange Commission on April 30, 2014, on pages 8 through 9 and A-1 through A-3 of that proxy statement.

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

At the Annual Meeting four proposals were placed before our shareholders: proposal one, to elect directors; proposal two, to ratify the appointment of Crowe Horwath LLP as our independent auditors for the fiscal year ending December 31, 2014; proposal three, to adopt an advisory resolution approving our executive compensation; and proposal four, to approve the revised material terms of our Executive Management Bonus Plan.

Six individuals were nominated for election to our board of directors at the meeting, comprising the entire board. Such individuals received votes as follows, and each of the following six was elected to our board of directors:

   
Votes for
 
Votes withheld
 
Broker Non-Votes
Charles E. Bradley, Jr.
 
12,375,248
 
737,616
 
10,043,174
Chris A. Adams
 
12,387,612
 
725,252
 
10,043,174
Brian J. Rayhill
 
11,633,063
 
1,479,801
 
10,043,174
William B. Roberts
 
12,378,036
 
734,828
 
10,043,174
Gregory S. Washer
 
10,489,668
 
2,623,196
 
10,043,174
Daniel S. Wood
 
12,378,036
 
734,828
 
10,043,174


Proposals two, three and four were approved, on the following votes:

 
Votes for
 
Votes against
 
Abstentions
 
Broker Non-Votes
Proposal Two
22,378,827
 
323,052
 
454,159
 
-
Proposal Three
12,233,443
 
471,978
 
407,443
 
10,043,174
Proposal Four
12,450,750
 
254,671
 
407,443
 
10,043,174


Item 9.01 Financial Statements and Exhibits.

One exhibit is filed with this report:

99.1           Portions of the registrant’s definitive proxy statement filed April 30, 2014 (incorporated by reference into item 5.02 of this report).


 


 
 

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


   
CONSUMER PORTFOLIO SERVICES, INC.
     
Dated: June 5, 2014
By:
/s/ Mark Creatura
 
   
Mark Creatura
Senior Vice President and Secretary
Signing on behalf of the registrant