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InfuSystem Holdings, Inc 8-K, filed May 22, 2020

InfuSystem Holdings, Inc (INFU)

8-K 2020-05-22 For: 2020-05-20
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Added on April 11, 2026

About this 8-K

InfuSystem Holdings, Inc filed this 8-K on May 22, 2020, reporting on events of May 20, 2020.

Items reported

  • Item 5.07: Shareholder vote results

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 **** 20 , 20 20

_____________________


InfuSystem Holdings, Inc.

(Exact name of registrant as specified in its charter)

_________________________

Delaware 001-35020 20-3341405
(State or other jurisdiction of<br><br> <br>incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.)

3851 West Hamlin Road

Rochester Hills, Michigan 48309

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (248) 291-1210


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):

☐ 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 Act:

Title of Each Class Trading Symbol(s) Name of Each Exchange on which Registered
Common Stock, par value $0.0001 per share INFU NYSE American LLC

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. ☐


I tem 5 .0 7 . **** Submission of Matters to a Vote of Security Holders .

At the Company’s 2020 Annual Meeting of Stockholders held on May 20, 2020, the matters voted upon and the number of votes for, against or withheld, as well as the number of abstentions and broker non-votes as to such matters, were as stated below:

Proposal No. 1:


The Company's Board Nominees

For Withheld Broker Non-Votes
Richard DiIorio 15,180,305 278,148 2,574,966
Paul Gendron 15,180,355 278,098 2,574,966
Gregg Lehman 15,171,738 286,715 2,574,966
Darrell Montgomery 15,012,728 445,725 2,574,966
Christopher Sansone 15,042,610 415,843 2,574,966
Scott Shuda 15,042,610 415,843 2,574,966

All six of the Company's Board nominees (Messrs. DiIorio, Gendron, Lehman, Montgomery, Sansone and Shuda) were elected to the Board.


Proposal No. 2:


The Company's stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's proxy statement as follows:

For Against Abstain Broker Non-Votes
15,434,884 7,647 15,922 2,574,966

Proposal No. 3:


The Company's stockholders approved, on a non-binding, advisory basis, conducting advisory votes on the compensation of the Company's named executive officers every year as follows:

1 Year 2 Years 3 Years Abstain Broker Non-Votes
14,897,467 276,403 278,547 6,036 2,574,966

The Company's Board has determined that the Company will continue to submit the vote to approve the compensation of the Company’s named executive officers on a non-binding, advisory basis to shareholders every year.


Proposal No. 4:


The Company's stockholders ratified the appointment of BDO USA, LLP as the Company's registered independent accounting firm for the fiscal year ending December 31, 2020 as follows:

For Against Abstain Broker Non-Votes
18,011,888 5,258 16,273 0

Signature

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.

INFUSYSTEM HOLDINGS, INC.
By: /s/ Barry Steele
Barry Steele
Chief Financial Officer

Dated: May 22, 2020