HAWAIIAN HOLDINGS, INC. (NASDAQ:HA) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07
Submission of Matters to a Vote of Security Holders.
On May 23, 2018, Hawaiian Holdings, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders (the “2018 Annual Meeting”) in Honolulu, Hawai‘i for the following purposes:
|
Proposal No. 1 |
To elect eight directors from among the nominees described in the Company’s proxy statement for its 2018 Annual Meeting filed with the Securities and Exchange Commission on April 13, 2018 (the “2018 Proxy Statement”). |
|
Proposal No. 2 |
To ratify Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. |
|
Proposal No. 3 |
To approve, on an advisory basis, the compensation of the Company’s named executive officers, as described in the 2018 Proxy Statement. |
Only stockholders of record at the close of business on March 26, 2018 (the “Record Date”) were entitled to vote at the 2018 Annual Meeting. At the Record Date, 50,771,307 shares of Common Stock and three shares of Special Preferred Stock were issued and outstanding. Each share of Common Stock and Special Preferred Stock was entitled to one vote. The Company had no other class of voting securities outstanding and entitled to vote at the meeting. A total of 47,132,936 shares, or 92.83% of total shares outstanding, were present in person or by proxy at the 2018 Annual Meeting, constituting a quorum of stockholders entitled to vote at the 2018 Annual Meeting for the transaction of business.
RESULTS OF THE STOCKHOLDER VOTE:
Proposal No. 1 – Election of Directors.
|
Proposal |
Votes For |
Votes Withheld |
Broker Non-Votes |
Outcome |
|
Election of Donald J. Carty |
37,656,103 |
200,415 |
9,276,418 |
Elected |
|
Election of Abhinav Dhar |
37,694,115 |
162,403 |
9,276,418 |
Elected |
|
Election of Earl E. Fry |
37,674,995 |
181,523 |
9,276,418 |
Elected |
|
Election of Lawrence S. Hershfield |
37,375,658 |
480,860 |
9,276,418 |
Elected |
|
Election of Peter R. Ingram |
37,694,261 |
162,257 |
9,276,418 |
Elected |
|
Election of Randall L. Jenson |
37,384,286 |
472,232 |
9,276,418 |
Elected |
|
Election of Crystal K. Rose |
37,437,844 |
418,674 |
9,276,418 |
Elected |
|
Election of Richard N. Zwern |
37,011,388 |
845,130 |
9,276,418 |
Elected |
As of the date of the election of directors listed above, the board of directors of the Company is comprised of Donald J. Carty, Abhinav Dhar, Earl E. Fry, Lawrence S. Hershfield, Peter R. Ingram, Randall L. Jenson, Crystal K. Rose, Richard N. Zwern, Joseph Guerrieri, Jr., William S. Swelbar and Duane E. Woerth.
Proposal No. 2 – Ratification of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.
|
Votes For |
Votes Against |
Votes Abstaining |
Broker Non-Votes |
Outcome |
|
46,620,624 |
445,828 |
66,484 |
Approved |
Proposal No. 3 – Approval, on an advisory basis, of the compensation of the Company’s named executive officers, as described in the 2018 Proxy Statement.
|
Votes For |
Votes Against |
Votes Abstaining |
Broker Non-Votes |
Outcome |
|
37,227,428 |
553,530 |
75,560 |
9,276,418 |
Approved |
About HAWAIIAN HOLDINGS, INC. (NASDAQ:HA)
Hawaiian Holdings, Inc. is a holding company. The Company, through its subsidiary, Hawaiian Airlines, Inc. (Hawaiian) is engaged in the scheduled air transportation of passengers and cargo. The Company offers transportation amongst the Hawaiian Islands (the Neighbor Island routes); between the Hawaiian Islands and certain cities in the United States (the North America routes), and between the Hawaiian Islands and the South Pacific, Australia, New Zealand and Asia (the International routes), collectively referred to as the Company’s Scheduled Operations. It offers non-stop service to Hawai’i from over 10 the United States gateway cities. It also provides approximately 160 daily flights between the Hawaiian Islands. It operates various charter flights. The Company’s fleet consists of over 20 Boeing 717-200 aircraft for the Neighbor Island routes, and approximately eight Boeing 767-300 aircraft and over 20 Airbus A330-200 aircraft for the North America, International and charter routes.