U.S. Silica Holdings, Inc. (NYSE:SLCA) Files An 8-K Submission of Matters to a Vote of Security Holders

U.S. Silica Holdings, Inc. (NYSE:SLCA) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.

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On May10, 2018, U.S. Silica Holdings, Inc. (the “Company”) held its annual meeting of shareholders. The final voting results for the proposals presented at the meeting are set forth below.

1. Election of directors nominated by the Company to serve for a term to expire in 2019 and until their successors are duly elected and qualified:


VotesFor VotesAgainst Broker Non-Votes

Peter Bernard

52,060,514 939,811 12,276,489

Diane K. Duren

52,814,534 245,317 12,276,489

William J. Kacal

52,548,129 453,411 12,276,489

Charles Shaver

52,422,350 579,844 12,276,489

Bryan A. Shinn

52,889,288 178,974 12,276,489

J. Michael Stice

52,782,348 271,781 12,276,489

Each of the director nominees was elected.

2. Ratification of Grant Thornton LLP as independent registered public accounting firm for 2018:


VotesAgainst Abstentions


523,597 152,511

Grant Thornton LLP was ratified as the Company’s independent registered public accounting firm for 2018.

3. Advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement for the 2018 annual meeting of shareholders:


VotesAgainst Abstentions Broker Non-Votes


1,210,320 134,563 12,276,489

The compensation of the Company’s named executive officers was approved.

Item 8.01 Other Events.

On May10, 2018, the board of directors (the “Board”) of the Company approved and authorized the repurchase of the Company’s common stock up to an aggregate of $200.0million. The Company is authorized to repurchase from time to time shares of its outstanding common stock on the open market or in privately negotiated transactions. The timing and amount of stock repurchases will depend on a variety of factors, including the market conditions as well as corporate and regulatory considerations. The share repurchase program may be suspended, modified or discontinued at any time and the Company has no obligation to repurchase any amount of its common stock under the program. The company intends to make all repurchases in compliance with applicable regulatory guidelines and to administer the plan in accordance with applicable laws, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

EX-99.1 2 d531826dex991.htm EX-99.1 EX-99.1 Exhibit 99.1   U.S. SILICA PROVIDES UPDATE ON CAPITAL ALLOCATION PLAN Board of Directors Authorizes New $200 Million Share Repurchase Program Declares 21st Consecutive Quarterly Cash Dividend FREDERICK,…
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About U.S. Silica Holdings, Inc. (NYSE:SLCA)

U.S. Silica Holdings, Inc. (U.S. Silica) is a domestic producer of commercial silica, a specialized mineral that is an input into a range of end markets. The Company operates in two segments: Oil & Gas Proppants, and Industrial & Specialty Products. In the Oil & Gas Proppants segment, the Company serves the oil and gas recovery market providing fracturing sand, or frac sand. The Industrial & Specialty Products segment consists of over 250 products and materials. In its end market, oil and gas proppants, its frac sand is used to stimulate and maintain the flow of hydrocarbons in oil and natural gas wells. Its silica is also used as an irreplaceable raw material in a range of industrial applications, including glassmaking and chemical manufacturing. The Company produces and sells a range of commercial silica products, including whole grain and ground products, as well as other industrial mineral products.

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