Ritchie Bros. Auctioneers Incorporated (TSE:RBA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02
On February 27, 2019, the board of directors of Ritchie Bros. Auctioneers Incorporated (the “Company”) approved: (i) Amendment No. 1 to the Company’s Amended and Restated Stock Option Plan (the “Stock Option Plan”); (ii) Amendment No. 2 to the Company’s Senior Executive Performance Share Unit Plan (the “Executive PSU Plan”); (iii) Amendment No. 2 to the Company’s Employee Performance Share Unit Plan (the “Employee PSU Plan” and, together with the Executive PSU Plan, the “PSU Plans”); (iv) Amendment No. 1 to the Company’s Senior Amended and Restated Executive Restricted Share Unit Plan (the “Executive RSU Plan”); and (v) Amendment No. 1 to the Company’s Amended and Restated Employee Restricted Share Unit Plan (the “Employee RSU Plan” and, together with the Executive RSU Plan, the “RSU Plans”). Amendment No. 1 to the Stock Option Plan increased the number of the Company’s common shares (“Common Shares”) reserved for issuance under the Stock Option Plan by an additional 5,200,000 Common Shares. Amendment No. 2 to each of the PSU Plans increased the maximum aggregate number of Common Shares reserved for issuance or delivery under the PSU Plans by an additional 1,300,000 Common Shares. Amendment No. 1 to each of the RSU Plans increased the maximum aggregate number of Common Shares reserved for issuance or delivery under the RSU Plans by an additional 500,000 Common Shares. A more detailed description of the each of the foregoing amendments is set forth in the Company’s definitive proxy statement on Schedule 14A, which was filed with the Securities and Exchange Commission on March 27, 2019 and is incorporated herein by reference.
At the Company’s 2019 annual and special meeting of shareholders (the “Annual Meeting”) held on May 7, 2019, the shareholders approved each of the foregoing amendments, as detailed in Item 5.07 below.
On May 7, 2019, the Company held its 2019 Annual Meeting. Proxies with respect to the matters voted upon at the Annual Meeting were solicited under Regulation 14A of the Securities Exchange Act of 1934, as amended. All of the resolutions put forward at the Annual Meeting were approved. The final voting results of the Annual Meeting are set out below:
| 53,064,293 | 1,329,467 | 86,468 | 4,069,049 |
About Ritchie Bros. Auctioneers Incorporated (TSE:RBA)
Ritchie Bros. Auctioneers Inc is a Canada-based holding company. The Company is an auctioneer of industrial equipment. The Company is engaged in selling industrial equipment and other assets for the construction, agricultural, transportation, energy, mining, forestry, material handling, marine and real estate industries at its unreserved auctions and online marketplaces. The Company focuses on the sale of heavy machinery. The Company operates through the following segments: Core Auction segment and EquipmentOne segment. Core Auction segment offers a network of auction locations that conduct live, unreserved auctions with both on-site and online bidding. EquipmentOne segment is an online marketplace that facilitates private equipment transactions. The Company sells equipment through unreserved auctions at approximately 40 auction sites across the world. The majority of the assets sold through the Company’s sales channels are classified as construction machinery.