PFSweb, Inc. (NASDAQ:PFSW) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07 Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Stockholders on June 27, 2018. Matters submitted to shareholders at the Annual Meeting and voting results were as follows:
Item1 – Election of Directors. The Company’s stockholders elected the seven director nominees listed below for a one-year term expiring in 2018, based upon the following voting results:
|
Nominee |
For |
Against |
Abstain |
|
Mr. Benjamin Rosenzweig |
12,546,264 |
50,295 |
2,652 |
|
Ms. Monica Luechtefeld |
12,582,093 |
14,466 |
2,652 |
|
Mr. Michael Willoughby |
12,484,781 |
111,678 |
2,752 |
|
Mr. Shinichi Nagakura |
12,582,085 |
14,374 |
2,752 |
|
Mr. James F. Reilly |
12,580,390 |
16,169 |
2,652 |
|
Mr. David I. Beatson |
12,579,012 |
17,513 |
2,686 |
|
Mr. Peter J. Stein |
12,581,047 |
15,386 |
2,778 |
Item2 – Approval of amendments to the Company’s 2005 Employee Stock and Incentive Plan. The Company’s stockholders approved certain amendments to the Company’s 2005 Employee Stock and Incentive Plan, based upon the following voting results:
|
For |
Against |
Abstained |
BrokerNon-Votes |
|
12,136,481 |
461,042 |
1,688 |
4,575,733 |
Item3 – Approval of an amendment to Rights Agreement with Computershare Shareowner Services, LLC. The Company’s stockholders approved an amendment to Rights Agreement with Computershare Shareowner Services, LLC, based upon the following voting results:
|
For |
Against |
Abstained |
BrokerNon-Votes |
|
9,709,924 |
2,888,343 |
4,575,733 |
Item4 – Advisory Vote to Approve Executive Compensation. The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, based upon the following voting results:
|
For |
Against |
Abstained |
BrokerNon-Votes |
|
11,903,094 |
694,569 |
1,548 |
4,575,733 |
Item5 – Ratification of Appointment of Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of BDO USA LLP as the Company’s independent auditors for the fiscal year ending December 31, 2017, based upon the following voting results:
|
For |
Against |
Abstained |
BrokerNon-Votes |
|
17,165,246 |
3,891 |
5,807 |
– |
Item 8.01. Other Events.
On June 27, 2018, the Company issued a press release announcing the results of the Company’s Annual Meeting. A copy of the press release is attached hereto as Exhibit99.1 and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit NumberDescription
99.1Press Release, issued June 27, 2018.
EXHIBIT INDEX
Exhibit NumberExhibit Description
99.1Press Release, issued June 27, 2018.
PFSWEB INC ExhibitEX-99.1 2 pfsw-ex991_6.htm EX-99.1 pfsw-ex991_6.htm Exhibit 99.1 ALLEN,…To view the full exhibit click here
About PFSweb, Inc. (NASDAQ:PFSW)
PFSWEB, Inc. is a global provider of omni-channel commerce solutions, including a range of technology, infrastructure and professional services. The Company’s service offerings include Website design, creation and integration, digital agency and marketing, e-commerce technologies, order management, customer care, logistics and fulfillment, financial management and professional consulting. It operates through two segments: PFSweb, and Business and Retail Connect. PFSweb is a global provider of various infrastructure, technology and digital agency solutions and operates as a service fee business. In the Business and Retail Connect segment, subsidiaries of the Company purchase inventory from clients and resell the inventory to client customers. Its solutions support direct-to-consumer (DTC), business-to-business (B2B) and retail sales channels. It markets its solutions as PFSweb’s End2End eCommerce solution.
