Current Report Filing (8-k)
December 15 2020 - 3:31PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of
The
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): December 10, 2020
COLLECTORS
UNIVERSE, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
1-34240
|
|
33-0846191
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
1610
East Saint Andrew Place, Santa Ana, California
|
|
92705
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (949) 567-1234
N/A
(Former
name or former address, if changed since last report
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ]
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
[ ]
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock $0.001 Par Value
|
|
CLCT
|
|
Nasdaq Global Market
|
Indicate
by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 5.07. Submission of Matters to a Vote of Security Holders.
Item
5.07(a) and (b)
Collectors Universe,
Inc. (the “Company”) held its 2020 Annual Stockholders’ Meeting (the “Annual Meeting”) on December 10,
2020. The proposals voted on by the Company’s stockholders at the Annual Meeting consisted of (i) the election
of eight (8) directors to serve on the Company’s Board of Directors (the “Board”) for a term of
one year or until their successors are elected (Proposal No. 1); (ii) ratification of the appointment of Grant Thornton,
LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2021 (Proposal
No. 2); and (iii) approval, by non-binding advisory vote of the Company’s stockholders, of the compensation paid
by the Company to its Named Executive Officers for its fiscal year ended June 30, 2020 (Proposal No. 3).
1.
Election of Directors (Proposal No. 1). The eight candidates named below, all of whom were nominated by the Board,
were the only candidates nominated for election at the Annual Meeting. As a result, the election of directors was uncontested.
However, the Company’s Bylaws provide that, to be elected to the Board in an uncontested election, a candidate must receive
a majority of the votes cast in the election of directors. As indicated in the table below, all eight candidates received a majority
of the votes cast in the election of directors and, accordingly, were elected to serve on the Board for a term that will end at
the next Annual Stockholders’ Meeting or until their respective successors are elected.
Nominees:
|
|
Shares
Voted For
|
|
|
Percent of Shares Voted
|
|
|
Votes
Withheld
|
|
|
Percent of
Shares Voted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A. J. Bert Moyer
|
|
|
5,533,855
|
|
|
|
98.4
|
%
|
|
|
91,780
|
|
|
|
1.6
|
%
|
Joseph J. Orlando
|
|
|
5,579,351
|
|
|
|
99.2
|
%
|
|
|
46,284
|
|
|
|
0.8
|
%
|
Bruce A. Stevens
|
|
|
5,533,997
|
|
|
|
98.4
|
%
|
|
|
91,638
|
|
|
|
1.6
|
%
|
Kate W. Duchene
|
|
|
5,579,599
|
|
|
|
99.2
|
%
|
|
|
46,036
|
|
|
|
0.8
|
%
|
Vina M. Leite
|
|
|
5,579,406
|
|
|
|
99.2
|
%
|
|
|
46,229
|
|
|
|
0.8
|
%
|
Jon M. Sullivan
|
|
|
5,585,567
|
|
|
|
99.3
|
%
|
|
|
40,068
|
|
|
|
0.7
|
%
|
Lorraine G. Bardeen
|
|
|
5,579,756
|
|
|
|
99.2
|
%
|
|
|
45,879
|
|
|
|
0.8
|
%
|
Jennifer H. Leuer
|
|
|
5,580,877
|
|
|
|
99.2
|
%
|
|
|
44,758
|
|
|
|
0.8
|
%
|
There
were a total of 2,255,790 broker non-votes in the election of directors.
2. Ratification
of Appointment of Independent Registered Public Accountants (Proposal No. 2). At the Annual Meeting, the Company’s
stockholders also voted on the ratification of the appointment of Grant Thornton, LLP as the Company’s independent
registered public accounting firm for its fiscal year ending June 30, 2021. Approval of this Proposal required the
affirmative vote of the holders of a majority of the shares present (in person or by proxy) and voted on this Proposal at the
Annual Meeting. The following table sets forth the respective numbers of votes cast for and against, and the number of shares
abstaining from, this Proposal:
Shares
Voted For
|
|
|
Percent of
Shares Voted
|
|
|
Shares Voted
Against
|
|
|
Percent of
Shares Voted
|
|
|
Abstentions
|
|
|
Percent of
Shares Voted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,829,751
|
|
|
|
99.3
|
%
|
|
|
24,955
|
|
|
|
0.3
|
%
|
|
|
26,719
|
|
|
|
0.4
|
%
|
Brokers
had discretionary authority to vote shares on this Proposal to ratify the appointment of the Company’s
independent registered public accounting firm without having obtained voting instructions from the beneficial owners of the shares.
Consequently, there were no broker non-votes with respect to this Proposal.
3. Approval,
by Non-Binding Advisory Vote, of the Compensation of the Company’s Named
Executive Officers (Proposal No. 3). The approval, by non-binding advisory vote of the stockholders, of the compensation
paid by the Company to its Named Executive Officers for its fiscal year ended June 30, 2020 (the “Say-on-Pay
Vote”) required the affirmative vote of the holders of a majority of the
shares present (in person or by proxy) and voted on this Proposal at the Annual Meeting. Set forth below are the results of
the voting on this Proposal:
Shares Voted
For Approval
|
|
|
Percent of
Shares Voted
|
|
|
Shares Voted
Against Approval
|
|
|
Percent of
Shares Voted
|
|
|
Abstentions
|
|
|
Percent of
Shares Voted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,305,605
|
|
|
|
94.3
|
%
|
|
|
76,854
|
|
|
|
1.4
|
%
|
|
|
243,176
|
|
|
|
4.3
|
%
|
There
were a total of 2,255,790 broker non-votes with respect to this Proposal.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on
its behalf by the undersigned hereunto duly authorized.
|
COLLECTORS
UNIVERSE, INC.
|
|
|
|
Dated:
December 15, 2020
|
By:
|
/s/
JOSEPH J. WALLACE
|
|
|
Joseph
J. Wallace,
|
|
|
Senior
Vice President & Chief Financial Officer
|
Collectors Universe (NASDAQ:CLCT)
Historical Stock Chart
From Jun 2024 to Jul 2024
Collectors Universe (NASDAQ:CLCT)
Historical Stock Chart
From Jul 2023 to Jul 2024
Real-Time news about Collectors Universe Inc (NASDAQ): 0 recent articles
More Collectors Universe Inc News Articles