SEVCON, INC. (NASDAQ:SEV) 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. |
Sevcon, Inc. (the Company) held its annual meeting of
stockholders beginning on February 7 and concluding on February
10, 2017. The proposals before the meeting were: (1) approval of
an amendment to the Companys Amended and Restated Certificate of
Incorporation to fully declassify the Companys Board of Directors
so that all directors would be elected annually for one-year
terms; (2)election of members of the Companys Board of Directors
to serve until the 2018 annual meeting, the number of whom would
depend on the result of Proposal 1; (3) ratification of the
appointment of RSM US LLP as the Companys independent registered
public accounting firm for the fiscal year ending September 30,
2017; (4)advisory approval of the fiscal 2016 compensation of the
Companys executive officers (say-on-pay); and (5) advisory vote
regarding the frequency of say-on-pay votes in the future. The
Companys press release regarding the meeting results is filed
herewith as Exhibit 99.1
The votes on these proposals, which were determined when the
meeting concluded on February 10, 2017, were as follows.
(1) Approval of amendment of the Companys Amended and Restated
Certificate of Incorporation:
| For | Against | Abstain | Broker Non-Votes |
| 2,394,404 | 2,405,462 | 38,190 |
(2) Election of five directors (because Proposal 1 was not
approved) by plurality vote:
| For | Withheld | Broker Non-Votes | |
| Sevcon Board Nominees | |||
| Matthew Boyle | 3,988,592 | 9,966 | |
| Matthew Goldfarb | 3,995,795 | 2,763 | |
| William J. Ketelhut | 3,988,492 | 10,066 | |
| Walter M. Schenker | 3,995,795 | 2,763 | |
| Paul O. Stump | 3,967,801 | 30,757 | |
| Ryan Morris / Meson Capital Nominees | |||
| Bryan Boches | 823,932 | 15,566 | |
| Shvetank Jain | 823,932 | 15,566 | |
| Anthony L. Posawatz | 823,932 | 15,566 | |
(3) Ratification of the appointment of RSM US LLP:
| For | Against | Abstain | Broker Non-Votes |
| 3,987,373 | 50,938 | 799,745 |
(4) Approval of the fiscal 2016 compensation of the Companys
executive officers (say-on-pay):
| For | Against | Abstain | Broker Non-Votes |
| 3,967,655 | 801,494 | 68,907 |
(5) Vote regarding the frequency of stockholder votes to approve
the compensation of executive officers in the future:
| Annually | Every two years | Every three years | Abstain |
| 3,996,394 | 6,674 | 43,982 | 791,006 |
The Companys Board of Directors has determined to continue to
hold say-on-pay votes annually until the next date on which the
stockholders views must be solicited.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number | Description | |
| 99.1 | Press release of the Company dated February 13, 2017. |
About SEVCON, INC. (NASDAQ:SEV)
Sevcon, Inc. designs and sells motor controllers for zero emission electric and hybrid vehicles (EVs), under the Sevcon name. The Company operates through two segments: electronic controls and capacitors. The electronic controls segment produces microprocessor-based control systems for zero emission and hybrid electric vehicles. The capacitor segment produces metalized film capacitors for sale to electronic equipment manufacturers. Its controls are used to vary the speed and movement of vehicles. The Company’s customers are manufacturers of on and off-road vehicles, including cars, trucks, buses, motorcycles, fork lift trucks, aerial lifts, mining vehicles, airport tractors and other electrically powered vehicles. Its products and accessories for two wheel pure EVs, four wheel pure EVs, hybrid vehicles and industrial electric vehicles include alternating current (AC) controllers, direct current (DC) controllers, battery chargers, DC/DC converters, displays and power steering. SEVCON, INC. (NASDAQ:SEV) Recent Trading Information
SEVCON, INC. (NASDAQ:SEV) closed its last trading session 00.00 at 15.27 with 20,772 shares trading hands.
