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 5, 2014

Essex Rental Corp.
(Exact name of registrant as specified in charter)

Delaware
000-52459
20-5415048
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)

1110 Lake Cook Road, Suite 220, Buffalo Grove, Illinois
60089
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: 847-215-6500

 
(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:
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 240.13a-4(c))























Item 5.07. Submission of Matters to a Vote of Security Holders
Essex Rental Corp. ("Essex") held its Annual Meeting of Stockholders (the “Meeting”) on June 5, 2014. At the Meeting, Essex's stockholders (i) elected Laurence S. Levy, William W. Fox and Nicholas J. Matthews as Class B Directors to serve for a term of two years and until their successors have been duly elected and qualified, (ii) ratified the appointment of Grant Thornton LLP as the independent registered public accounting firm of Essex for the 2014 fiscal year and (iii) approved, on a non-binding advisory basis, executive compensation, as disclosed in the proxy statement. The matters voted on at the Meeting are described in Essex's Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on April 28, 2014. 

Essex’s stockholders cast their votes as follows:

Proposal 1: Election of Class B directors

Class B Director Nominee
 
For
 
Withheld
 
Broker Non-Votes
Laurence S. Levy
 
10,882,339

 
1,552,713

 
8,812,930

William W. Fox
 
11,419,641

 
1,015,411

 
8,812,930

Nicholas J. Matthews
 
12,293,715

 
141,337

 
8,812,930


Proposal 2: Ratification of the appointment of Grant Thornton LLP as Essex's independent registered public accounting firm for the year ending December 31, 2014

For
 
Against
 
Abstain
 
 
21,209,490

 
28,207

 
10,285

 
 

Proposal 3: To approve, on a non-binding advisory basis, executive compensation, as disclosed in the proxy statement

For
 
Against
 
Abstain
 
Broker Non-Votes
12,371,947

 
45,680

 
17,425

 
8,812,930


The term of service of Essex’s Class A directors, Edward Levy, Daniel H. Blumenthal and John G. Nestor, continued following the Meeting.






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.
                        
 
 
ESSEX RENTAL CORP.
 
 
 
Date: June 5, 2014
By:
/s/ Kory M. Glen
 
 
Kory M. Glen
 
 
Chief Financial Officer