USA TRUCK, INC. (NASDAQ:USAK) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearItem 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
USA TRUCK, INC. (NASDAQ:USAK) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On March 24, 2017, the Board of Directors (the “Board”) of USA Truck, Inc. (the “Company”) approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”) to implement proxy access. The implementation of proxy access was made in furtherance of the Board’s goal to proactively review and improve the Company’s corporate governance policies. Proxy access supplements the Board’s prior adoption of clawback, stock ownership, and anti-hedging and pledging policies.
Article II, Section 6A has been added to the Bylaws to implement proxy access. It permits eligible stockholders with an ownership threshold of 3% of the Company, who have held their shares for at least three years and who otherwise meet the requirements set forth in the Bylaws, to have their nominees consisting of the greater of 25% or two nominees of the Board included in the Company’s proxy materials. An unlimited number of stockholders can aggregate ownership for purposes of meeting the 3% requirement. This process is subject to additional eligibility, procedural, and disclosure requirements set forth in the Bylaws.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
3.1 Bylaws of USA Truck, Inc. (As Amended and Restated March 24, 2017).
About USA TRUCK, INC. (NASDAQ:USAK)
USA Truck, Inc. is a truckload carrier providing transportation of general commodities throughout the continental United States and into and out of portions of Mexico and Canada. The Company operates through two segments: Trucking and Strategic Capacity Solutions (SCS). The Trucking segment consists of truckload and dedicated freight services. The SCS segment consists of freight brokerage and rail intermodal services. The Company transports full dry van trailer loads of freight from origin to destination without intermediate stops or handling. The Company offers a range of truckload and logistics services to a customer base that spans a range of industries. The Company’s fleet of approximately 1,832 tractors consists of 1,568 company tractors and 264 independent contractor tractors. The Company owns approximately 6,200 trailers. The Company also transports general commodities into and out of Mexico by allowing through-trailer service from its terminal in Laredo, Texas. USA TRUCK, INC. (NASDAQ:USAK) Recent Trading Information
USA TRUCK, INC. (NASDAQ:USAK) closed its last trading session down -0.01 at 7.28 with 68,376 shares trading hands.
USA Truck, Inc. is a truckload carrier providing transportation of general commodities throughout the continental United States and into and out of portions of Mexico and Canada. The Company operates through two segments: Trucking and Strategic Capacity Solutions (SCS). The Trucking segment consists of truckload and dedicated freight services. The SCS segment consists of freight brokerage and rail intermodal services. The Company transports full dry van trailer loads of freight from origin to destination without intermediate stops or handling. The Company offers a range of truckload and logistics services to a customer base that spans a range of industries. The Company’s fleet of approximately 1,832 tractors consists of 1,568 company tractors and 264 independent contractor tractors. The Company owns approximately 6,200 trailers. The Company also transports general commodities into and out of Mexico by allowing through-trailer service from its terminal in Laredo, Texas. USA TRUCK, INC. (NASDAQ:USAK) Recent Trading Information
USA TRUCK, INC. (NASDAQ:USAK) closed its last trading session down -0.01 at 7.28 with 68,376 shares trading hands.