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 10, 2018

 

FREIGHTCAR AMERICA, INC.

 

(Exact name of Registrant as specified in its charter)

 

    Delaware 000-51237 25-1837219
(State or other (Commission File Number) (IRS Employer
  jurisdiction of Identification  
  incorporation) Number)  

 

Two North Riverside Plaza, Suite 1300  
Chicago, Illinois  60606
(Address of principal executive offices) (Zip Code)

 

(800) 458-2235

(Registrant’s telephone number, including area code)

 

N/A

(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))

 

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

 

 

 

 

Section 5 – Corporate Governance and Management

 

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

 

FreightCar America, Inc. held its Annual Meeting of Stockholders on May 10, 2018. Set forth below are the voting results for each of the matters submitted to a vote of the stockholders.

 

1.Election of Directors

 

  For Withheld Abstain Broker Non-Votes
James D. Cirar (Class I) 9,259,332 339,483 1,723,737
Malcolm F. Moore (Class I) 8,886,243 712,572 1,723,737
James R. Meyer (Class III) 9,388,934 209,881 1,723,737

 

2.Advisory Vote on Executive Compensation

 

For 9,199,024
Against 277,817
Abstain 121,974
Broker Non-Votes 1,723,737

 

3.Approval of FreightCar America, Inc. 2018 Long Term Incentive Plan

 

For 6,536,249
Against 3,048,075
Abstain 14,491
Broker Non-Votes 1,723,737

 

4.Ratification of Appointment of Independent Registered Public Accounting Firm

 

For 11,252,729
Against 48,026
Abstain 21,797

 

 

 

 

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.

 

    FreightCar America, Inc.    
         
Date:  May 14, 2018 By: /s/ Georgia L. Vlamis  
    Name: Georgia L. Vlamis  
    Title: Vice President, General Counsel, Corporate Secretary
and Human Resources