PERCEPTRON, INC. (NASDAQ:PRCP) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07.
The Company’s 2018 Annual Meeting of Shareholders (the “2018 Annual Meeting”) was held on December 7, 2018 at the Company’s headquarters in Plymouth, Michigan. Of the 9,617,889 shares of the Company’s Common Stock issued, outstanding and entitled to vote at the 2018 Annual Meeting, a total of 8,889,621 shares (or approximately 92.42%) were represented in person or by proxy at the meeting. Set forth below are the final voting results for the proposals voted on at the 2018 Annual Meeting.
| 1. | Election of seven nominees to the Company’s Board of Directors for a one-year term expiring at the 2019 Annual Meeting of Shareholders, or until their successors are duly elected and qualified: |
| Nominee | For |
Number of Shares Withheld |
Broker Non-Votes |
| John F. Bryant | 6,873,520 | 264,970 | 1,751,131 |
| Jay W. Freeland | 6,941,661 | 196,829 | 1,751,131 |
| W. Richard Marz | 6,828,968 | 309,522 | 1,751,131 |
| C. Richard Neely, Jr. | 6,947,844 | 190,646 | 1,751,131 |
| James A. Ratigan | 6,808,532 | 329,958 | 1,751,131 |
| William C. Taylor | 6,946,612 | 191,878 | 1,751,131 |
| David L. Watza | 5,904,635 | 1,233,855 | 1,751,131 |
As a result, each nominee was elected by the Company’s shareholders, as recommended by the Board of Directors.
| 2. | Approval of Ratification of the First Amended and Restated Rights Plan, as amended on August 20, 2018 |
| For | Against | Abstain | Broker Non-Votes |
| 5,066,009 | 2,060,990 | 11,491 | 1,751,131 |
As a result, the Ratification of the First Amended and Restated Rights Plan was approved by the Company’s shareholders, as recommended by the Board of Directors.
| 3. | Approval of an advisory vote on executive compensation (“Say-on-Pay”): |
| For | Against | Abstain | Broker Non-Votes |
| 6,281,264 | 849,478 | 7,748 | 1,751,131 |
As a result, the non-binding resolution to approve the compensation of the Company’s named executive officers was approved by the shareholders on an advisory basis, as recommended by the Board of Directors.
| 4. | Ratification of the selection of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2019: |
| For | Against | Abstain |
| 8,863,980 | 20,464 | 5,177 |
As a result, the selection of BDO USA, LLP was ratified and approved by the Company’s shareholders, as recommended by the Board of Directors.
About PERCEPTRON, INC. (NASDAQ:PRCP)
Perceptron, Inc. develops, produces and sells a range of automated industrial metrology products and solutions to manufacturing organizations for dimensional gauging, dimensional inspection and three-dimensional (3D) scanning. The Company’s products include 3D machine vision solutions, robot guidance, coordinate measuring machines (CMMs), laser scanning and advanced analysis software. The Company’s products are categorized as In-Line, Near-Line and Off-Line Measurement Solutions (Measurement Solutions); 3D Scanning Solutions, and Value Added Services. Its In-Line and Near-Line measurement solutions include AutoGauge, AutoFit, AutoScan, AutoGuide and Helix. Its Off-Line measurement solutions include Coord3 and TouchDMIS. Its 3D Scanning Solutions include ScanWorks, ScanR and WheelWorks. Its Value Added Services include training, field service, calibration, launch support services, maintenance agreements and repairs. The Company operates in the Americas, Europe and Asia.
