LANDSTAR SYSTEM, INC. (NASDAQ:LSTR) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07
Landstar System, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “2018 Annual Meeting”) on May22, 2018. A total of 39,551,769 shares, or approximately 94% of the common stock issued and outstanding as of the record date, was represented in person or by proxy. The matters voted upon by the stockholders of the Company (the “Stockholders”) at the 2018 Annual Meeting included: (i)the election of two ClassI Directors whose terms will each expire at the 2021 Annual Meeting of Stockholders; (ii)the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2018; and (iii)an advisory vote on the Company’s 2017 executive compensation.
(1) Election of Directors. At the meeting, the Stockholders elected James B. Gattoni and Anthony J. Orlando, each to serve as a ClassI Director, whose term will expire at the 2021 Annual Meeting of Stockholders. The votes cast with respect to Mr.Gattoni and Mr.Orlando were as follows:
| Director | Votes For | VotesAgainst | Abstain | BrokerNon-Votes |
|
James B. Gattoni |
37,479,995 | 173,740 | 49,289 | 1,848,745 |
|
Anthony J. Orlando |
37,257,595 | 413,388 | 32,041 | 1,848,745 |
(2) Ratification of Appointment of KPMG LLP. At the meeting, the Stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2018. This proposal received 38,584,032 affirmative votes and 920,261 negative votes. There were 47,476 abstentions with respect to this proposal.
(3) Advisory Vote on Executive Compensation. At the meeting, the Stockholders voted to approve the following resolution:
“RESOLVED, that the Company’s stockholders approve, on an advisory basis, the compensation of the Named Executives, as disclosed in the Company’s Proxy Statement for the 2018 Annual Meeting to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the 2017 Summary Compensation Table and the other related tables and disclosure.”
This proposal received 37,398,869 affirmative votes and 240,247 negative votes. There were 63,908 abstentions and 1,848,745 broker non-votes with respect to this proposal.
The meeting was then adjourned.
About LANDSTAR SYSTEM, INC. (NASDAQ:LSTR)
Landstar System, Inc. (Landstar) is an asset-light provider of integrated transportation management solutions. The Company offers services to its customers across multiple transportation modes, with the ability to arrange for individual shipments of freight to enterprise solutions to manage customer’s transportation needs. It operates in two segments: the Transportation Logistics segment and the Insurance segment. The Transportation Logistics segment provides a range of integrated transportation management solutions. Transportation services offered by it include truckload and less-than-truckload transportation, rail intermodal, air cargo, ocean cargo, expedited ground and air delivery of time-critical freight, heavy-haul or specialized, the United States-Canada and the United States-Mexico cross-border, project cargo and customs brokerage. The insurance segment consists of Signature Insurance Company, which is an offshore insurance subsidiary, and Risk Management Claim Services, Inc.