COLUMBIA SPORTSWEAR COMPANY (NASDAQ:COLM) Files An 8-K Submission of Matters to a Vote of Security Holders
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
(a)
|
Columbia Sportswear Companys (the Company) Annual Meeting
of Shareholders was held on June 13, 2017 (the Meeting). |
(b)
|
Seven matters, which are more fully described in the
Companys definitive proxy statement filed with the Securities and Exchange Commission, were submitted to a vote of security holders at the Meeting: |
1.
|
To elect directors for the next year;
|
2.
|
To ratify the selection of Deloitte Touche LLP as the
Companys independent registered public accounting firm for 2017; |
3.
|
To approve, by non-binding vote, executive compensation;
|
4.
|
To recommend, by non-binding vote, the frequency of
executive compensation; |
5.
|
To approve the 1997 Stock Incentive Plan, as amended;
|
6.
|
To approve the Executive Incentive Compensation Plan, as
amended; and |
7.
|
To consider and act upon one shareholder proposal.
|
represented in person or by proxy, which constituted 98.48
percent of the 69,650,208 shares of the Company outstanding and
entitled to vote at the Meeting as of April 17, 2017, the record
date of the Meeting, and a quorum. Each share was entitled to one
vote at the Meeting.
1.
|
Election of Directors. All of the following directors were
elected at the Meeting by the votes cast as follows: |
Votes For
|
Votes Against
|
Votes Withheld
|
Broker Non-Votes
|
|
Gertrude Boyle
|
66,082,914
|
371,300
|
2,143,729
|
|
Timothy P. Boyle
|
65,819,622
|
634,592
|
2,143,729
|
|
Sarah A. Bany
|
65,900,301
|
553,913
|
2,143,729
|
|
Murrey R. Albers
|
65,377,149
|
1,077,065
|
2,143,729
|
|
Stephen E. Babson
|
65,933,776
|
520,438
|
2,143,729
|
|
Andy D. Bryant
|
65,522,683
|
931,531
|
2,143,729
|
|
Edward S. George
|
65,376,552
|
1,077,662
|
2,143,729
|
|
Walter T. Klenz
|
65,520,877
|
933,337
|
2,143,729
|
|
Ronald E. Nelson
|
66,338,097
|
116,117
|
2,143,729
|
|
Malia H. Wasson
|
66,334,824
|
119,390
|
2,143,729
|
2.
|
Ratification of Auditors. The proposal to ratify the
selection of Deloitte Touche LLP as the Companys independent registered public accounting firm for 2017 was approved with the following votes: |
For
|
Against
|
Abstain
|
Broker Non-Votes
|
68,338,104
|
148,600
|
111,239
|
3.
|
Say on Pay. The proposal to approve, by non-binding vote,
the Companys executive compensation program was approved with the following votes: |
For
|
Against
|
Abstain
|
Broker Non-Votes
|
66,006,070
|
230,702
|
217,442
|
2,143,729
|
4.
|
Frequency of Say on Pay. The proposal to approve, by
non-binding vote, the frequency of the advisory vote on the Companys executive compensation program was approved with the following votes: |
1 Year
|
2 Years
|
3 Years
|
Abstain
|
64,719,051
|
14,132
|
1,707,181
|
13,850
|
5.
|
1997 Stock Incentive Plan. The proposal to approve the
Companys 1997 Stock Incentive Plan, as amended, was approved with the following votes: |
For
|
Against
|
Abstain
|
Broker Non-Votes
|
60,074,470
|
6,359,189
|
20,555
|
2,143,729
|
6.
|
Executive Incentive Compensation Plan. The proposal to
approve the Companys Executive Incentive Compensation Plan, as amended, was approved with the following votes: |
For
|
Against
|
Abstain
|
Broker Non-Votes
|
66,106,911
|
323,193
|
24,110
|
2,143,729
|
7.
|
Proxy Access. The Shareholder proposal requesting that the
Board of Directors amend the Companys bylaws to provide proxy access, was not approved with the following votes: |
For
|
Against
|
Abstain
|
Broker Non-Votes
|
17,070,452
|
49,346,766
|
36,996
|
2,143,729
|
About COLUMBIA SPORTSWEAR COMPANY (NASDAQ:COLM)
Columbia Sportswear Company is an apparel and footwear company. The Company designs, sources, markets and distributes outdoor and active lifestyle apparel, footwear, accessories and equipment under the Columbia, Mountain Hardwear, Sorel, prAna and other brands. The Company’s geographic segments are the United States, Latin America and Asia Pacific (LAAP), the Europe, Middle East and Africa (EMEA), and Canada. The Company develops and manages its merchandise in categories, including apparel, accessories and equipment, and footwear. Its apparel, accessories and equipment are designed to be used in various outdoor activities, such as skiing, snowboarding, hiking, climbing, mountaineering, camping, hunting, fishing, trail running, water sports and adventure travel. The Company’s footwear products include hiking boots, trail running shoes, rugged cold weather boots, sandals and casual shoes. Its products are sold in approximately 100 countries.