8-K

ARCBEST CORP /DE/ (ARCB)

8-K 2025-04-30 For: 2025-04-25
View Original
Added on April 04, 2026

June 30

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): April 30, 2025 (April 25, 2025)

ARCBEST **** CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 0-19969 71-0673405
(State or other jurisdiction of incorporation) (Commission<br><br>File Number) (IRS Employer<br><br>Identification No.)
8401 McClure Drive<br><br>Fort Smith , Arkansas<br><br>(Address of principal executive offices) 72916<br><br>(Zip Code)

Registrant’s telephone number, including area code: (479) 785-6000

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 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))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock $0.01 Par Value ARCB Nasdaq

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**☐**

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.

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

On April 25, 2025, ArcBest Corporation (the “Company”) held its 2025 annual meeting of stockholders, at which meeting the following three proposals were voted on by stockholders:

(i) the election of directors to the Company’s Board of Directors (the “Board”) until the 2026 annual stockholders meeting;
(ii) the annual advisory vote on the compensation of the Company’s Named Executive Officers; and
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(iii) the ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2025.
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The results of the stockholders’ votes are reported below.

Proposal I: The following directors were elected by the indicated vote:

Directors Votes For Votes Against Votes Abstained Broker Non-Votes
Salvatore A. Abbate 19,939,198 503,268 14,295 1,642,488
Eduardo F. Conrado 19,815,026 627,406 14,329 1,642,488
Fredrik J. Eliasson 20,065,590 361,187 29,984 1,642,488
Michael P. Hogan 19,938,425 504,275 14,061 1,642,488
Kathleen D. McElligott 19,866,955 570,617 19,189 1,642,488
Judy R. McReynolds 19,689,383 741,703 25,675 1,642,488
Craig E. Philip 19,683,462 759,353 13,946 1,642,488
Steven L. Spinner 19,683,935 756,175 16,651 1,642,488
Janice E. Stipp 19,692,911 749,838 14,012 1,642,488

Proposal II: The annual advisory vote on the compensation of the Company’s Named Executive Officers was approved by a vote of stockholders as follows:

Votes For Votes Against Votes Abstained Broker Non-Votes
19,559,023 861,486 36,252 1,642,488

Proposal III: The ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2025 was approved by a vote of stockholders as follows:

Votes For Votes Against Votes Abstained
21,662,289 414,640 22,320

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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.

Se
ARCBEST CORPORATION
(Registrant)
Date: April 30, 2025 /s/ Michael R. Johns
Michael R. Johns
Chief Legal Officer and Corporate Secretary

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