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 24, 2017

 

 

SPARTAN MOTORS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Michigan

(State or Other Jurisdiction

of Incorporation)

0-13611

(Commission File No.)

38-2078923

(IRS Employer

Identification No.)

 

1541 Reynolds Road, Charlotte, Michigan

(Address of Principal Executive Offices)

48813

(Zip Code)

 

517-543-6400

(Registrant's Telephone Number, Including Area Code)

 

 

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 Section 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company   ☐

 

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.    ☐

 

 

 

 

Item 5.07       Submission of Matters to a Vote of Security Holders

 

On May 24, 2017, Spartan Motors, Inc. (the "Company") held its 2017 Annual Meeting of Shareholders, at which meeting 28,667,471 of the 34,367,241 shares outstanding and entitled to vote as of the March 27, 2017 record date were present and voted in person or by proxy.  The matters listed below were submitted to a vote of the shareholders through the solicitation of proxies.  The proposals are described in detail in the Company's Proxy Statement dated as of, and filed with the Securities and Exchange Commission (“SEC”) on, April 13, 2017.  Each of proposals 1, 2, 3, 4 and 5 were approved by the Company’s shareholders. The voting results are as follows:

 

Proposal 1, Election to the Company’s Board of Directors for a three year term expiring at the Annual Meeting of Shareholders to be held in 2020:

 

Nominee

 

For

 

Withheld

 

Broker Non-Votes

Andrew M. Rooke

 

18,465,439

 

3,365,736

 

6,836,296

 

Election to the Company’s Board of Directors for a one year term expiring at the Annual Meeting of Shareholders to be held in 2018:

 

Nominee

 

For

 

Withheld

 

Broker Non-Votes

Richard R. Current

 

17,835,837

 

3,995,338

 

6,836,296

 

Proposal 2, Amendment of the Articles of Incorporation to increase the number of authorized shares of common stock:

 

For

 

Against

 

Abstain

25,809,392

 

2,726,327

 

131,752

 

Proposal 3, Ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017:

 

For

 

Against

 

Abstain

28,275,370

 

332,414

 

59,687

 

Proposal 4, Advisory vote on the Company’s executive compensation:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

20,869,048

 

629,665

 

332,462

 

6,836,296

 

Proposal 5, Advisory vote on the frequency of future advisory votes on executive compensation:

 

One Year

 

Two Years

 

Three Years

 

Abstain

 

Broker Non-Votes

16,241,845

 

181,737

 

5,077,056

 

330,537

 

6,836,296

 

 

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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.

 

 

 

 

 

 

SPARTAN MOTORS, INC.

 

       

 

 

 

 

Dated: May 25, 2017                                                  

   /s/ Frederick J. Sohm                        

 

 

 

By: Frederick J. Sohm

 

 

 

Its: Chief Financial Officer

 

 

 

 

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