JAKKS PACIFIC, INC. (NASDAQ:JAKK) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07.
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Submission of Matters to a Vote of Security Holders. |
We mailed a Proxy Statement on or about November 4, 2016 to our
stockholders of record as of October 21, 2016 in connection with
our 2016 Annual Meeting of Stockholders, which was held on
December 16, 2016 at Sherwood Country Club, 320 West Stafford
Road, Thousand Oaks, California, 91361. At the Meeting, the
stockholders voted on four matters as follows: (i) election of
directors, and five of the six nominees were elected, (ii) the
adoption of an amendment to our 2002 Stock Award and Incentive
Plan, which was approved, (iii) the ratification of our auditors,
which was approved, and (iv) an advisory vote concerning
compensation of our named executive officers, which was approved.
The first matter was the election of the members of our Board of
Directors (Board.) Messrs. Berman, Skala, Poulsen, Sitrick and
Gross were elected and the tabulation of the votes (both in
person and by proxy) was as follows:
| Nominees for Directors | For | Withheld | ||
| Stephen G. Berman | 9,618,145 | 3,577,498 | ||
| Murray L. Skala | 7,798,784 | 5,396,859 | ||
| Rex H. Poulsen | 7,960,790 | 5,234,853 | ||
| Michael S. Sitrick | 9,345,319 | 3,850,324 | ||
| Michael J. Gross | 13,023,801 | 171,842 | ||
| Alexander Shoghi | 6,091,853 | 7,103,790 |
There were 2,808,848 broker held non-voted shares represented at
the Meeting with respect to this matter.
The second matter upon which the stockholders voted was the
proposal to approve an amendment to our 2002 Stock Award and
Incentive Plan, which matter was approved. The tabulation of the
votes (both in person and by proxy) was as follows:
| For | Against | Abstentions | ||
| 7,568,715 | 5,560,222 | 66,706 |
There were 2,808,848 broker held non-voted shares represented at
the Meeting with respect to this matter.
The third matter upon which the stockholders voted was the
proposal to ratify our Boards appointment of BDO USA, LLP, as our
independent certified public accountants for 2016, which matter
was approved. The tabulation of the votes (both in person and by
proxy) was as follows:
| For | Against | Abstentions | ||
| 15,920,514 | 34,302 | 49,675 |
There were no broker held non-voted shares represented at the
Meeting with respect to this matter.
The fourth matter upon which the stockholders voted was an
advisory vote to approve the compensation of our named executive
officers, which matter was approved. The tabulation of the votes
(both in person and by proxy) was as follows:
| For | Against | Abstentions | ||
| 8,257,511 | 4,902,551 | 35,581 |
There were 2,808,848 broker held non-voted shares represented at
the Meeting with respect to this matter.
to the terms of our amended By-Laws, an incumbent director who
fails to receive a majority of the votes cast in an uncontested
election shall, within five days following the certification of
the election results, tender his or her written resignation to
our Chairman of the Board for consideration by our board of
directors Nominating and Governance Committee (the Committee).
This amendment was implemented by our Board following our
stockholders approval at our 2014 Annual Meeting of a majority
vote requirement for the election of directors. Mr. Shoghi did
not receive a majority vote and, accordingly, tendered his
resignation to the Board following our 2016 Annual Meeting of
Stockholders.
to the Director Resignation Policy adopted by our Board following
our 2014 Annual Meeting, the Committee will consider such
resignation and, no later than January 30, 2017, will make a
recommendation to our Board concerning the acceptance or
rejection of such resignation, and our Board will take action
regarding the Committee’s recommendation no later than March 16,
2017 and its determination will be publicly disclosed through the
filing of a Current Report on Form 8-K within four business days
of such determination.
About JAKKS PACIFIC, INC. (NASDAQ:JAKK)
JAKKS Pacific, Inc. is a multi-line, multi-brand toy company. The Company designs, produces, markets and distributes toys and related products, pet toys, consumables and related products, electronics and related products, kids indoor and outdoor furniture, and other consumer products. The Company operates through two business segments: traditional toys and electronics, and role play, novelty and seasonal toys. The traditional toys and electronics segment includes action figures, vehicles, playsets, plush products, dolls, accessories, electronic products, construction toys, infant and pre-school toys, foot to floor ride-on vehicles, wagons and pet products and related products. The role play, novelty and seasonal segment includes role play and dress-up products, novelty toys, seasonal and outdoor products, indoor and outdoor kids’ furniture and Halloween and everyday costume play. JAKKS PACIFIC, INC. (NASDAQ:JAKK) Recent Trading Information
JAKKS PACIFIC, INC. (NASDAQ:JAKK) closed its last trading session up +0.05 at 4.80 with 626,504 shares trading hands.