8-K
KELLY SERVICES INC (KELYA)
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 19, 2021
KELLY SERVICES, INC.
(Exact Name of Registrant as Specified in Charter)
| DELAWARE | 0-1088 | 38-1510762 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification Number) |
999 WEST BIG BEAVER ROAD, TROY, MICHIGAN 48084
(Address of Principal Executive Offices)
(Zip Code)
(248) 362-4444
(Registrant’s Telephone Number, Including Area Code)
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 Exchange Act:
| Title of Each Class | Trading<br> <br>Symbol | Name of Each Exchange<br> <br>on Which Registered |
|---|---|---|
| Class A Common | KELYA | Nasdaq Global Market |
| Class B Common | KELYB | Nasdaq Global Market |
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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
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. |
|---|
Kelly Services, Inc. (the “Company”) held its annual meeting of stockholders in virtual-only format on May 19, 2021. The final results of voting on each of the matters submitted to a vote of stockholders during the annual meeting are provided below.
Proposal 1
All of the nominees for election to the Company’s board of directors were elected to serve until the next annual meeting of stockholders, as follows:
| Name of Nominee | Number of Shares<br> <br>Voted “For” | Number of Shares<br> <br>Voted “Withheld” | Broker Non-Votes |
|---|---|---|---|
| Donald R. Parfet | 3,155,779 | 790 | 133,885 |
| Peter W. Quigley | 3,156,545 | 24 | 133,885 |
| Carol M. Adderley | 3,156,535 | 34 | 133,885 |
| Gerald S. Adolph | 3,155,779 | 790 | 133,885 |
| George S. Corona | 3,156,545 | 24 | 133,885 |
| Robert S. Cubbin | 3,155,779 | 790 | 133,885 |
| Jane E. Dutton | 3,155,779 | 790 | 133,885 |
| Terrence B. Larkin | 3,155,120 | 1,449 | 133,885 |
| Leslie A. Murphy | 3,155,779 | 790 | 133,885 |
Proposal 2
The Company’s stockholders approved, by advisory vote, the Company’s executive compensation, as follows:
| Shares Voting “For” | 3,154,947 |
|---|---|
| Shares Voting “Against” | 1,093 |
| Shares Abstaining From Voting | 529 |
| Broker Non-Votes | 133,885 |
Proposal 3
The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLC as the Company’s independent registered public accounting firm for the 2021 fiscal year, as follows:
| Shares Voting “For” | 3,289,323 |
|---|---|
| Shares Voting “Against” | 1,130 |
| Shares Abstaining From Voting | 1 |
| Broker Non-Votes | 0 |
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.
| KELLY SERVICES, INC. | |
|---|---|
| Date: May 19, 2021 | /s/ James M. Polehna |
| James M. Polehna | |
| Senior Vice President and Corporate Secretary |