URANIUM RESOURCES,INC. (NASDAQ:URRE) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As described in Item 5.07 below, Uranium Resources, Inc. (the “Company”) held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”) on July 18, 2017. At the Annual Meeting, the Company’s stockholders approved an amendment to the Uranium Resources, Inc. 2013 Omnibus Incentive Plan (the “2013 OIP”). The amended 2013 OIP became effective upon stockholder approval and, among other changes, increased by one million the number of shares available under the 2013 OIP, as described under Proposal 5 of the Company’s definitive proxy statement filed on Schedule 14A with the Securities and Exchange Commission on May 23, 2017 and in the supplement thereto filed June 5, 2017, which description is incorporated herein by reference.
The foregoing description of the amended 2013 OIP is qualified in its entirety by reference to the text of the amended 2013 OIP, which is set forth in Appendix B to the Company’s definitive proxy statement filed on Schedule 14A with the Securities and Exchange Commission on May 23, 2017.
Item 5.07
Submission of Matters to a Vote of Security Holders.
The Company held the Annual Meeting on July 18, 2017. The total number of shares of the Company’s common stock voted in person or by proxy at the Annual Meeting was 13,028,769, representing approximately 52.7% of the 24,709,673 shares issued and outstanding and entitled to vote at the Annual Meeting and constituting a quorum. The number of votes cast for, against or withheld, as well as abstentions and broker non-votes, as applicable, with respect to each matter is set out below.
Proposal 1.
Election of Directors
The stockholders elected all four nominees at the Annual Meeting to serve as directors until the Annual Meeting of Stockholders in 2018. The voting results were as follows:
|
Nominee |
For |
Withheld |
Broker Non-Votes |
|
Christopher M. Jones |
2,805,595 |
146,882 |
10,076,292 |
|
Marvin K. Kaiser |
2,806,137 |
146,340 |
10,076,292 |
|
Patrick K. Burke |
2,804,958 |
147,519 |
10,076,292 |
|
Tracy D. Pagliara |
2,795,567 |
156,910 |
10,076,292 |
Proposal 2.
Ratification of the Appointment of the Independent Registered Public Accountants
The stockholders ratified the appointment of Hein & Associates LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017. The voting results were as follows:
|
For |
Against |
Abstain |
|
12,542,037 |
71,462 |
415,270 |
Proposal 3.
Advisory Approval of Compensation of the Named Executive Officers
The stockholders approved the compensation of the Company’s named executive officers. The voting results were as follows:
|
For |
Against |
Abstain |
Broker Non-Votes |
|
2,562,882 |
243,699 |
145,896 |
10,076,292 |
Proposal 4.
Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation
The stockholders approved, on an advisory basis, a frequency of every one year for future advisory votes on the compensation of the Company’s named executive officers. The voting results were as follows:
|
1 Year |
2 Years |
3 Years |
Abstain |
Broker Non-Votes |
|
2,633,756 |
182,478 |
56,094 |
80,149 |
10,076,292 |
Consistent with a majority of the votes cast with respect to Proposal 4 and with the recommendation of the Company’s Board of Directors, the Company will hold a stockholder advisory vote on the compensation of the Company’s named executive officers annually until the next required vote on the frequency of stockholder votes on the compensation of the Company’s named executive officers as required to Section 14A(a)(2) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder.
Proposal 5.
Approval of an Amendment to the 2013 Omnibus Incentive Plan and Re-Approval of the Material Terms of the Performance Goals Thereunder
The stockholders approved Proposal 5, amending the 2013 OIP and re-approving the material terms of the performance goals thereunder. The voting results were as follows:
|
For |
Against |
Abstain |
Broker Non-Votes |
|
2,288,286 |
627,847 |
36,344 |
10,076,292 |
About URANIUM RESOURCES,INC. (NASDAQ:URRE)
Uranium Resources, Inc. is engaged in developing energy-related metals. As of December 16, 2016, the Company had developed land position in two prospective lithium brine basins in Nevada and Utah in preparation for exploration and development of any resources that may be discovered there. In addition, it remains focused on advancing the Temrezli in-situ recovery (ISR) uranium project in Central Turkey when uranium prices permit economic development of this project. As of December 16, 2016, it controlled exploration properties in Turkey under nine exploration and operated licenses covering approximately 32,000 acres (over 13,000 hectares) with various exploration targets, including the satellite Sefaatli Project, which is 30 miles (48 kilometers) southwest of the Temrezli Project. Its projects include Temrezli Project, Kingsville Dome Project, Rosita Project, Vasquez Project, Butler Ranch Exploration Project, Sejita Dome Exploration Project, Cebolleta Project and Juan Tafoya Project.