EVINE Live Inc. (NASDAQ:EVLV) 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. |
EVINE Live Inc. (the Company) held its 2017 Annual Meeting of
Shareholders on June 14, 2017 (the Annual Meeting). There were
49,607,224 shares of Company common stock, or approximately
81.36% of the 60,968,092 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 nine persons to serve as directors on the Companys
Board of Directors until the next Annual Meeting of Shareholders
or until their successors have been duly elected and qualified;
(2) the ratification of the appointment of Deloitte Touche LLP as
the Companys independent registered public accounting firm for
the fiscal year ending February 3, 2018; (3) the approval, on an
advisory basis, of the 2016 compensation of the Companys named
executive officers as disclosed in the Companys proxy statement
for the Annual Meeting; and (4) the approval, on an advisory
basis, of the frequency with which the shareholders shall have an
advisory say-on-pay vote on executive compensation. 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:
1. | Election of Directors |
The proposal to elect nine persons to serve as directors on the
Companys Board of Directors until the next annual meeting of the
shareholders resulted in the following votes:
DIRECTOR NOMINEE | FOR | WITHHELD |
Robert J. Rosenblatt | 27,422,824 | 1,208,992 |
Thomas D. Beers | 27,414,477 | 1,217,339 |
Landel C. Hobbs | 27,436,676 | 1,195,140 |
Lowell W. Robinson | 27,388,785 | 1,243,031 |
Fred R. Siegel | 26,882,663 | 1,749,153 |
Lisa Letizio | 25,693,974 | 2,937,842 |
Neal S. Grabell | 27,454,067 | 1,177,749 |
Mark K. Holdsworth | 27,429,745 | 1,202,071 |
Scott R. Arnold | 21,977,106 | 6,654,710 |
The nine nominees set forth above were elected to the Companys
Board of Directors and will serve as directors until the Companys
next annual meeting or until their respective successors are duly
elected and qualified. There were 20,975,408 broker non-votes
related to the foregoing proposal.
2. | Ratification of Independent Auditor |
The proposal to ratify the appointment of Deloitte Touche LLP as
the Companys independent registered public accounting firm for
the year ending February 3, 2018, was approved by the following
votes:
FOR | AGAINST | ABSTAINED | BROKER NON-VOTES |
49,109,742 | 416,018 | 81,464 |
3. | Say-On-Pay Vote |
The 2016 compensation of the Companys named executive officers
was approved, on an advisory basis, by the following votes:
FOR | AGAINST | ABSTAINED | BROKER NON-VOTES |
27,442,906 | 1,144,540 | 44,370 | 20,975,408 |
4. | Frequency of Say-On-Pay Vote |
The shareholders determined, on an advisory basis, that the
compensation of the Companys named executive officers should be
submitted to the shareholders for approval every year, according
to the following votes:
EVERY YEAR | EVERY TWO YEARS | EVERY THREE YEARS | ABSTAINED |
26,474,804 | 134,932 | 1,973,247 | 48,833 |
Following the Annual Meeting, the Board of Directors determined,
in light of the foregoing voting results, that the Company shall
submit the compensation of its named executive officers for
approval by the shareholders on an annual basis.
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.