8-K
Jewett Cameron Trading Co Ltd (JCTC)
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): February 7, 2020
JEWETT-CAMERON TRADING COMPANY LTD .
(Exact name of registrant as specified in its charter)
| BRITISH COLUMBIA | 000-19954 | NONE |
|---|---|---|
| (State or other jurisdiction<br><br><br>of incorporation) | (Commission file no.) | (I.R.S. employer identification no.) |
| 32275 N.W. Hillcrest,<br><br><br>North Plains, Oregon | 97133 | |
| (Address of principal<br><br><br>executive offices) | (Zip code) |
(503) 647-0110
_________________________________________________________________
(Registrant's telephone No. 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 (see General Instruction A.2. below:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CRF 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 240.14e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a)
The Annual General Meeting of shareholders was held on February 7, 2020.
(b)
The following is a brief description and vote count of all items voted on at the meeting:
Item 1.
Fix the Number of Directors
Item No. 1 was approved with the following vote:
| Shares Voted<br><br><br>“For” | Shares Voted<br><br><br>“Against” | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|
| 1,914,948 | 5,844 | 0 | 704,858 |
Item 2.
Election of Directors
The following persons were elected as Directors to serve until the conclusion of the next annual meeting:
| Nominees | Shares Voted<br><br><br>“For” | Shares Voted<br><br><br>“Against” | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|---|
| Charles E. Hopewell | 1,677,804 | 0 | 242,988 | 704,858 |
| Frank G. Magdlen | 1,866,282 | 0 | 54,510 | 704,858 |
| Sarah Johnson | 1,866,157 | 0 | 54,635 | 704,858 |
| Michael C. Nasser | 1,677,804 | 0 | 242,988 | 704,858 |
| Geoff Guilfoy | 1,887,688 | 0 | 33,104 | 704,858 |
| Chris Karlin | 1,866,282 | 0 | 259 | 704,858 |
Item 3.
Appointment of Auditors
Item No. 3 was approved with the following vote:
| Shares Voted<br><br><br>“For” | Shares Voted<br><br><br>“Against” | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|
| 2,625,391 | 0 | 259 | 0 |
Item 4.
Acts and Deeds of Directors
Item No. 4 was approved with the following vote:
| Shares Voted<br><br><br>“For” | Shares Voted<br><br><br>“Against” | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|
| 1,912,648 | 8,144 | 0 | 704,858 |
Item 5.
Advisory Vote on the Approval of Executive Compensation
Item No. 5 was approved with the following vote:
| Shares Voted<br><br><br>“For” | Shares Voted<br><br><br>“Against” | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|
| 1,920,648 | 144 | 0 | 704,858 |
Item 6.
Advisory Vote on the Frequency of Holding an Advisory Vote on Executive Compensation
Item No. 6 had the following votes:
| 1 Year | 2 Years | 3 Years | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|---|
| 1,901,573 | 13,225 | 5,994 | 0 | 704,858 |
Item 7.
Permitted Amendments and Variations
Item No. 7 was approved with the following vote:
| Shares Voted<br><br><br>“For” | Shares Voted<br><br><br>“Against” | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|
| 1,644,332 | 276,460 | 0 | 704,858 |
Item 8.
Transact Other Business
Item No. 8 was approved with the following vote:
| Shares Voted<br><br><br>“For” | Shares Voted<br><br><br>“Against” | Withheld/<br><br><br>Abstentions | Non-Votes |
|---|---|---|---|
| 1,552,332 | 268,460 | 0 | 704,858 |
(c)
Not Applicable
(d)
The Board of Directors decided that the Company’s proxy materials will include an advisory shareholder vote on the executive compensation annually, with the next vote to occur in 2021.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.
JEWETT-CAMERON TRADING COMPANY LTD.
| Date: February 13, 2020 | By: /s/ “Charles Hopewell” |
|---|---|
| Name: Charles Hopewell,<br><br><br>Title: President/Chief Executive Officer/CFO/Director |