LMB 8-K
Limbach Holdings, Inc. (LMB)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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).
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 13, 2024, Limbach Holdings, Inc. (the “Company,” “our,” or “we”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). According to the inspector of elections, the stockholders present in person or by proxy at the Annual Meeting represented 8,420,807 shares of common stock (entitled to one vote per share). At the Annual Meeting, the Company’s stockholders voted on the matters set forth below.
| 1. | Election of Directors |
Our stockholders elected Michael M. McCann, Michael F. McNally, and David R. Gaboury as Class B directors of the Company to serve until the 2027 annual meeting of stockholders and until such director’s successor has been duly elected and qualified. We set forth below the results of the stockholder vote for each director nominee:
| Director | Votes For | Votes Withheld | Broker Non-Votes | |||
| Michael M. McCann | 4,311,677 | 2,190,128 | 1,916,907 | |||
| Michael F. McNally | 4,218,364 | 2,255,541 | 1,916,907 | |||
| David R. Gaboury | 6,348,675 | 158,502 | 1,916,907 |
| 2. | Approval of the Compensation of our Named Executive Officers via a Non-Binding, Advisory Vote |
Our stockholders approved, by a non-binding, advisory vote, the compensation of the named executive officers of the Company. We set forth below the results of the stockholder vote on this proposal:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 6,238,798 | 159,836 | 105,266 | 1,916,907 |
| 3. | Ratification of Appointment of Independent Registered Public Accounting Firm |
Our stockholders ratified the appointment of Crowe LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2024. We set forth below the results of the stockholder vote on this proposal:
| Votes For | Votes Against | Abstentions | ||
| 8,224,122 | 76,615 | 120,070 |
| Item 8.01 | Other Events. |
As of June 14, 2024, there are 11,268,086 shares of the Company’s common stock outstanding.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) |
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.
| LIMBACH HOLDINGS, INC. | ||
| By: | /s/ Jayme L. Brooks | |
| Name: Jayme L. Brooks | ||
| Title: Executive Vice President and Chief Financial Officer | ||
Dated: June 14, 2024