Columbus Mckinnon Corp 8-K, filed Jul 24, 2023
Columbus Mckinnon Corp (CMCO)
8-K
2023-07-24
For: 2023-07-23
View Original
Added on
April 08, 2026
About this 8-K
Columbus Mckinnon Corp filed this 8-K on July 24, 2023, reporting on events of July 23, 2023.
Items reported
- Item 5.07: Shareholder vote results
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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): July 23, 2023
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
| (Commission File Number) | (IRS Employer Identification No.) | |||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant's telephone number including area code: (716 ) 689-5400
_________________________________________________
| (Former name or former address, if changed since last report) | ||||||||||||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 | |||||
| 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 July 24, 2023, Columbus McKinnon (the “Company”) held its Annual Meeting of Stockholders.
At the Annual Meeting, stockholders approved each of management’s proposals, which consisted of: (i) the election of nine (9) directors, each of whom will serve as directors of the Company for terms of one (1) year and until their successors are elected and qualified; (ii) the ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for fiscal year 2024; (iii) the approval of the advisory vote on executive compensation; and (iv) review of the frequency of the shareholder vote with respect to executive compensation.
Proposal 1: Election of Directors
The following table reflects the tabulation of the votes with respect to each director who was elected at the Annual Meeting. Each director received a majority vote.
| Name | Votes For | Votes Against | Votes Withheld | Broker Non-Vote | ||||||||||
| Gerald G. Colella | 25,846,343.76 | 786,282.00 | 5,838.00 | 1,000,054.00 | ||||||||||
| Kathryn V. Roedel | 25,786,810.76 | 846,214.00 | 5,439.00 | 1,000,054.00 | ||||||||||
| David J. Wilson | 26,146,493.76 | 486,132.00 | 5,838.00 | 1,000,054.00 | ||||||||||
| Heath A. Mitts | 26,157,231.76 | 478,547.00 | 2,685.00 | 1,000,054.00 | ||||||||||
| Aziz S. Aghili | 23,963,527.76 | 2,665,089.00 | 9,847.00 | 1,000,054.00 | ||||||||||
| Jeanne Beliveau-Dunn | 25,626,964.76 | 1,007,863.00 | 3,636.00 | 1,000,054.00 | ||||||||||
| Michael Dastoor | 25,806,391.76 | 826,234.00 | 5,838.00 | 1,000,054.00 | ||||||||||
| Chad R. Abraham | 26,100,071.77 | 532,568.99 | 5,823.00 | 1,000,054.00 | ||||||||||
| Rebecca Yeung | 25,864,953.77 | 713,454.99 | 60,055.00 | 1,000,054.00 | ||||||||||
Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm
The following table reflects the tabulation of the votes with respect to the ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for fiscal year 2024:
| Votes For | Votes Against | Abstained | Broker Non-Vote | ||||||||
| 26,553,888.76 | 989,037.00 | 95,592.00 | — | ||||||||
Proposal 3: Advisory Vote on Executive Compensation
The following table reflects the tabulation of the votes with respect to the approval of the advisory vote on executive compensation:
| Votes For | Votes Against | Abstained | Broker Non-Vote | ||||||||
| 20,734,744.13 | 5,555,959.01 | 347,760.62 | 1,000,054.00 | ||||||||
Proposal 4: Advisory Vote on the frequency of the Shareholder Vote with respect to Executive Compensation
The following table reflects the tabulation of the votes with respect to the frequency of the shareholder vote regarding executive compensation:
| 1 Year | 2 Year | 3 Year | Abstained | Broker Non-Vote | ||||||||||
| 24,995,946.75 | 4,378.00 | 1,623,639.99 | 14,499.02 | 1,000,054.00 | ||||||||||
The Company's Board of Directors considered the results of the advisory vote on the frequency of future shareholder advisory votes with respect to executive compensation and determined that it would hold future advisory votes on executive compensation every year until the next shareholder vote on the frequency of these votes.
| Item 8.01 | OTHER EVENTS. | ||||
On July 24, 2023, Columbus McKinnon Corporation (the Company) announced that its Board of Directors declared and approved on July 23, 2024 a dividend of $0.07 per common share. The dividend will be payable on or about August 21, 2023 to shareholders of record at the close of business on August 11, 2023.
A copy of the press release issued in connection with such action is attached hereto as Exhibit 99.1.
| Item 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. | ||||
(d) Exhibits.
| EXHIBIT NUMBER | DESCRIPTION | |||||||
| Press Release dated July 24, 2023 | ||||||||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) | |||||||
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 thereunto duly authorized.
| COLUMBUS McKINNON CORPORATION | |||||
| By: | /s/ Gregory P. Rustowicz | ||||
| Name: | Gregory P. Rustowicz | ||||
| Title: | Executive Vice President - Finance and Chief Financial Officer | ||||
| (Principal Financial Officer) | |||||
Dated: July 24, 2023
Exhibit 99.1
News Release
13320 Ballantyne Corporate Place Suite D
Charlotte, NC 28277
Immediate Release
Columbus McKinnon Declares Quarterly
Dividend of $0.07 per Share
CHARLOTTE, NC, July 24, 2023 - Columbus McKinnon Corporation (Nasdaq: CMCO), a leading designer, manufacturer and marketer of intelligent motion solutions for material handling, announced that its Board of Directors has approved payment of a regular quarterly dividend of $0.07 per common share.
The dividend will be payable on or about August 21, 2023, to shareholders of record at the close of business on August 11, 2023. Columbus McKinnon has approximately 28.7 million shares of common stock outstanding.
About Columbus McKinnon
Columbus McKinnon is a leading worldwide designer, manufacturer and marketer of intelligent motion solutions that move the world forward and improve lives by efficiently and ergonomically moving, lifting, positioning, and securing materials. Key products include hoists, crane components, precision conveyor systems, rigging tools, light rail workstations, and digital power and motion control systems. The Company is focused on commercial and industrial applications that require the safety and quality provided by its superior design and engineering know-how. Comprehensive information on Columbus McKinnon is available at www.columbusmckinnon.com.
Contacts:
| Gregory P. Rustowicz | Investor Relations: | ||||
| Executive Vice President - Finance and Chief Financial Officer | Deborah K. Pawlowski | ||||
| Columbus McKinnon Corporation | Kei Advisors LLC | ||||
| 716-689-5442 | 716-843-3908 | ||||
| greg.rustowicz@cmworks.com | dpawlowski@keiadvisors.com | ||||