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 4, 2017 (May 2, 2017)
 
 
AARON’S, INC.
(Exact name of Registrant as Specified in Charter)

Georgia
 
1-13941
 
58-0687630
(State or other Jurisdiction of Incorporation)
 
(Commission File
Number)
 
(IRS Employer
Identification No.)
400 Galleria Parkway SE, Suite 300
Atlanta, Georgia
 
30339-3194
(Address of principal executive offices)
 
(Zip code)
Registrant’s telephone number, including area code: (678) 402-3000

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))





Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o








ITEM 5.07.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

On Tuesday, May 2, 2017, Aaron’s, Inc. (the “Company”) held its 2017 annual meeting of shareholders (the “Annual Meeting”) in Atlanta, Georgia. As of March 15, 2017, the record date for the Annual Meeting, there were 71,452,526 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. 67,177,253 shares of the Company’s common stock were represented at the Annual Meeting in person or by proxy, which was 94% of the aggregate number of shares of common stock entitled to vote at the Annual Meeting. At the Annual Meeting, the Company’s shareholders took the actions listed below and elected each of the director nominees to serve as directors until the expiration of such director’s term at the Company’s 2018 annual meeting of shareholders and until such director’s successor is duly elected and qualified, or until such director’s earlier resignation, removal from office or death. In response to the shareholders recommendation regarding the frequency of future non-binding, advisory resolutions to approve the Company’s executive compensation, the Board of Directors of the Company has determined that it intends to provide a non-binding, advisory vote every year.

Proposal 1 – Election of directors
 
For
 
Against
 
Abstain
 
Non-Votes
Kathy T. Betty
64,025,176

 
305,603

 
38,418

 
2,808,056

Douglas C. Curling
63,439,320

 
895,191

 
34,686

 
2,808,056

Cynthia N. Day
61,924,236

 
2,412,654

 
32,307

 
2,808,056

Curtis L. Doman
63,238,647

 
1,096,862

 
33,688

 
2,808,056

Walter G. Ehmer
63,720,916

 
613,121

 
35,160

 
2,808,056

Hubert L. Harris, Jr.
63,718,592

 
611,892

 
38,713

 
2,808,056

John W. Robinson III
64,317,862

 
17,567

 
33,768

 
2,808,056

Ray M. Robinson
54,220,433

 
10,115,944

 
32,820

 
2,808,056

Robert H. Yanker
63,724,894

 
609,390

 
34,913

 
2,808,056


Proposal 2 – Approval of a non-binding resolution to approve the Company’s executive compensation
For
 
Against
 
Abstain
 
Non-Votes
63,291,250
 
863,894
 
214,053
 
2,808,056

Proposal 3 – Recommendation, on a non-binding advisory basis, of the frequency (every 1, 2 or 3 years) of future advisory votes on executive compensation
1 Year
 
2 Years
 
3 Years
 
Abstain
 
Non-Votes
49,574,365
 
29,330
 
14,706,810
 
58,692
 
2,808,056

Proposal 4 – Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2017
For
 
Against
 
Abstain
 
Non-Votes
65,910,845
 
1,215,400
 
51,008
 
0








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.

 
 
 
AARON’S, INC.
 
 
By:
 /s/ Steven A. Michaels
 
 
 
Steven A. Michaels
 
 
 
Chief Financial Officer and
 
Date: May 4, 2017
 
President of Strategic Operations