TITAN INTERNATIONAL, INC. (NYSE:TWI) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On June 12, 2018, Titan International, Inc. (Titan or the Company) held its Annual Meeting of Stockholders (Annual Meeting) to consider and act upon the following matters:
Election of Richard M. Cashin Jr., Gary L. Cowger, Albert J. Febbo, Peter B. McNitt, Mark H. Rachesky, MD, Paul G. Reitz, Anthony L. Soave, and Maurice M. Taylor, Jr. as directors to serve one year terms and until their successors are elected and qualified. |
Ratification of the selection of Grant Thornton LLP by the Board of Directors as the independent registered public accounting firm to audit the Company's financial statements for the year ended December 31, 2018. |
Approval, in a non-binding advisory vote, of the compensation paid to the Company's named executive officers. |
Of the 59,822,781 shares of Titan common stock outstanding on the record date, there were a total of 54,477,397 shares of Titan common stock (or 91.06% of total shares outstanding) represented at the Annual Meeting.
Richard M. Cashin Jr., Gary L. Cowger, Albert J. Febbo, Peter B. McNitt, Mark H. Rachesky, MD, Paul G. Reitz, Anthony L. Soave, and Maurice M. Taylor, Jr. were elected as directors with the following vote:
Shares |
Shares |
Broker |
|
Voted For |
Withheld |
Non-Votes |
|
Richard M. Cashin Jr. |
33,756,192 |
4,611,239 |
16,109,966 |
Gary L. Cowger |
34,311,177 |
4,056,254 |
16,109,966 |
Albert J. Febbo |
33,920,756 |
4,446,675 |
16,109,966 |
Peter B. McNitt |
35,416,074 |
2,951,357 |
16,109,966 |
Mark H. Rachesky, MD |
34,427,105 |
3,940,326 |
16,109,966 |
Paul G. Reitz |
37,545,525 |
821,906 |
16,109,966 |
Anthony L. Soave |
34,463,999 |
3,903,432 |
16,109,966 |
Maurice M. Taylor, Jr. |
35,756,134 |
2,611,297 |
16,109,966 |
The selection of Grant Thornton LLP as the independent registered public accounting firm was ratified by the following vote:
Shares |
Shares |
Shares |
Broker |
Voted For |
Against |
Abstaining |
Non-Votes |
54,201,815 |
76,400 |
199,182 |
The non-binding advisory resolution on executive compensation was approved by the following vote:
Shares |
Shares |
Shares |
Broker |
Voted For |
Against |
Abstaining |
Non-Votes |
36,147,820 |
2,164,782 |
54,829 |
16,109,966 |
About TITAN INTERNATIONAL, INC. (NYSE:TWI)
Titan International, Inc. is a manufacturer of wheels, tires and undercarriage systems and components for off-highway vehicles used in the agricultural, earthmoving/construction and consumer segments. The Company operates through three segments: agricultural, earthmoving/construction and consumer. The Company’s agricultural market includes rims, wheels, tires and undercarriage systems and components manufactured for use on various agricultural and forestry equipment. The Company’s earthmoving/construction market includes rims, wheels, tires and undercarriage systems and components for various types of off-the-road (OTR) earthmoving, mining, military and construction equipment. The Company’s consumer market includes bias truck tires in Latin America and light truck tires in Russia, as well as products for all-terrain vehicles (ATVs).