EVINE Live Inc. (NASDAQ:EVLV) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07.
EVINE Live Inc. (the “Company”) held its 2018 Annual Meeting of Shareholders on June 13, 2018 (the “Annual Meeting”). There were 59,479,719 shares of Company common stock, or approximately 90.97% of the 65,380,809 shares of Company common stock issued and outstanding and entitled to vote at the Annual Meeting, present in person or represented by proxy, constituting a quorum.
At the Annual Meeting, Company shareholders voted on: (1) the election of eight persons to serve as directors on the Company’s Board of Directors until the next Annual Meeting of Shareholders or until their successors have been duly elected and qualified; (2) the approval, on an advisory basis, of the 2017 compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement for the Annual Meeting;(3)the approval of the amendment of the Company’s 2011 Omnibus Incentive Plan to increase the number of shares of the Company’s Common Stock authorized for awards from 9,500,000 to 13,000,000; and (4) the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 2, 2019. For more information about the foregoing proposals, please see the proxy statement for the Annual Meeting.
Set forth below are the final voting results, as reported by the inspector of elections for the Annual Meeting:
The proposal to elect eight persons to serve as directors on the Company’s Board of Directors until the next annual meeting of the shareholders resulted in the following votes:
| Nominee | Votes For | Withheld |
| Thomas D. Beers | 34,528,910 | 1,684,387 |
| Neal S. Grabell | 32,373,682 | 3,839,615 |
| Landel C. Hobbs | 34,350,032 | 1,863,265 |
| Mark K. Holdsworth | 34,455,469 | 1,757,828 |
| Lisa A. Letizio | 32,296,684 | 3,916,613 |
| Robert J. Rosenblatt | 34,458,651 | 1,754,646 |
| Fred R. Siegel | 32,478,928 | 3,734,369 |
| Alexander B. Spiro | 34,357,411 | 1,855,886 |
The eight nominees set forth above were elected to the Company’s Board of Directors and will serve as directors until the Company’s next annual meeting or until their respective successors are duly elected and qualified. There were 23,266,422 broker non-votes related to the foregoing proposal.
The 2017 compensation of the Company’s named executive officers was approved, on an advisory basis, by the following votes:
| For | Against | Abstain | Broker Non-Votes |
| 32,058,386 | 2,894,986 | 1,259,925 | 23,266,422 |
| 3. | Approval to Amend the 2011 Omnibus Incentive Plan |
The amendment to the Company’s 2011 Omnibus Incentive Plan to increase the number of shares of the Company’s Common Stock authorized for awards from 9,500,000 to 13,000,000 was approved by the following votes:
| For | Against | Abstain | Broker Non-Votes |
| 24,913,675 | 10,106,118 | 1,193,504 | 23,266,422 |
The 2011 Omnibus Incentive Plan, as amended, is filed herewith as Exhibit 10.1.
| 4. | Ratification of Independent Auditor |
The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending February 2, 2019, was approved by the following votes:
| For | Against | Abstain | Broker Non-Votes |
| 58,216,044 | 44,918 | 1,218,757 |
| Item 9.01. | Financial Statements and Exhibits. |
The following exhibits are being filed with this Current Report on Form 8-K.
EVINE Live Inc. ExhibitEX-10.1 2 tv496445_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EVINE LIVE INC. 2011 OMNIBUS INCENTIVE PLAN,…To view the full exhibit click here
About EVINE Live Inc. (NASDAQ:EVLV)
EVINE Live Inc. is a digital commerce company. The Company operates through the digital commerce retailing segment. The Company offers a mix of brands directly to consumers in an engaging and informative shopping experience through television (TV), online and mobile devices. It operates an around the clock television shopping network, EVINE Live, which is distributed primarily on cable and satellite systems, through which the Company offers brand products in the categories of jewelry and watches, home and consumer electronics, beauty, and fashion and accessories. In addition, it offers a collection of men’s and women’s watches from classic to modern designs. It features home decor, bed and bath textiles, cookware, kitchen electrics, mattresses, tabletop accessories and home furnishings. Its beauty assortment features a range of skincare, cosmetics, hair care, and bath and body products. It also offers a range of apparel, outerwear, intimates, handbags, accessories and footwear.