Cavco Industries, Inc. (NASDAQ:CVCO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Cavco Industries, Inc. (NASDAQ:CVCO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.07.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On July 10, 2018, the Compensation Committee (the "Compensation Committee") of the Board of Directors of Cavco Industries, Inc. (the "Company") approved fiscal year 2019 incentive compensation plans for Daniel L. Urness, Chief Financial Officer, Executive Vice President and Treasurer; Steven K. Like, Senior Vice President; and Charles E. Lott, President of the Company's subsidiary, Fleetwood Homes, Inc.

Mr. Urness is eligible to receive incentive compensation based upon the Company's pre-tax income for the fiscal year ending March 30, 2019 equal to (i) 0.4% of the first $70,000,000 in pre-tax income of the Company; (ii) 1.2% of pre-tax income of the Company from $70,000,001 to $80,000,000; (iii) 2.0% of pre-tax income from $80,000,001 to $84,000,000; and (iv) a performance bonus of up to $100,000 determined at the sole discretion of the Compensation Committee.

Mr. Like is eligible to receive incentive compensation based upon the Company's pre-tax income for the fiscal year ending March 30, 2019 equal to (i) 0.1% of the first $70,000,000 in pre-tax income of the Company; (ii) 0.3% of pre-tax income of the Company from $70,000,001 to $80,000,000; (iii) 1.3% of pre-tax income from $80,000,001 to $84,000,000; and (iv) a performance bonus of up to $50,000 determined at the sole discretion of the Compensation Committee.

Mr. Lott’s incentive compensation plan consists of a Target Bonus and an Improvement Bonus. Under the Target Bonus, he is eligible to receive a cash payment equal to 1.75% of fiscal year 2019 combined pre-tax income for the business operations he directly oversees and 0.5% of fiscal year 2019 combined pre-tax income for the business operations for which he has executive oversight. Under the Improvement Bonus, he is eligible to receive cash payments based upon production improvement at certain business operations. Additionally, Mr. Lott is eligible to receive a performance bonus of up to $100,000 determined at the sole discretion of the Compensation Committee.

Incentive compensation will be paid to each executive in cash following the completion of the Company's fiscal year 2019 audit.

Item 5.07.

Submission of Matters to a Vote of Security Holders

On July 10, 2018, Cavco Industries, Inc. (the "Company") held its 2018 Annual Meeting of Stockholders (the "Annual Meeting").At the Annual Meeting there were 8,502,491 shares of the Company's stock represented to vote either in person or by proxy, or approximately 94.0% of the outstanding shares of the Company, which represented a quorum. The final voting results for each of the proposals submitted to a vote of stockholders at the Annual Meeting are set forth below.

Proposal Number 1:Vote to elect the nominees listed below as directors:

Name

Votes For

Votes Withheld

Broker Non-Votes

Steven G. Bunger

7,934,643

330,092

237,756

Jack Hanna

7,463,001

801,734

237,756

Proposal Number 2:Vote to ratify the appointment of RSM US LLP as independent registered public accounting firm for fiscal year 2019:

Votes For

Votes Against

Abstentions

Broker Non-Votes

8,444,753

4,766

52,972

Proposal Number 3:Advisory vote on executive compensation:

Votes For

Votes Against

Abstentions

Broker Non-Votes

8,064,813

145,731

54,191

237,756


About Cavco Industries, Inc. (NASDAQ:CVCO)

Cavco Industries, Inc. designs and produces factory-built homes. The Company operates through two segments: factory-built housing, which includes wholesale and retail systems-built housing operations, and financial services, which includes manufactured housing consumer finance and insurance. Its factory-built homes are primarily distributed through a network of independent and the Company-owned retailers, planned community operators and residential developers. It markets its products under the brands, including Cavco Homes, Fleetwood Homes, Palm Harbor Homes, Fairmont Homes and Chariot Eagle. It is also a builder of park model recreational vehicle (RVs), vacation cabins and systems-built commercial structures, as well as modular homes built primarily under the Nationwide Homes brand. It also produces a range of Cape Cod-style homes and multi-family units, and builds commercial modular structures, including apartment buildings, schools and housing for the United States military troops.

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