Business Context and Reporting Period
This Form 8-K filing by HC2 Holdings, Inc. (trading symbol: HCHC) reports the results of the Annual Meeting of Stockholders held on June 17, 2021. The registrant is incorporated in Delaware and reports under Commission File Number 001-35210.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting outcomes rather than financial performance data.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders, with Common and Preferred Stock voting as a single class:
- Proposal 1: Election of Directors
- All six nominees were elected to the Board of Directors.
- Avram A. Glazer: 45,198,832 For; 2,377,332 Against.
- Wayne Barr, Jr.: 45,748,272 For; 1,739,822 Against.
- Kenneth S. Courtis: 39,109,573 For; 8,560,073 Against.
- Warren H. Gfeller: 43,293,432 For; 4,194,658 Against.
- Michael Gorzynski: 39,372,535 For; 8,326,489 Against.
- Shelly C. Lombard: 39,170,297 For; 8,405,235 Against.
- Broker Non-Votes: 12,199,910 shares were recorded as broker non-votes for all director nominees.
- Proposal 2: Say on Pay Vote
- The advisory vote on executive compensation was approved.
- Results: 44,274,323 For; 3,374,197 Against; 131,512 Abstain.
- Broker Non-Votes: 12,199,910 shares.
- Proposal 3: Ratification of Auditors
- The appointment of BDO USA, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2021, was ratified.
- Results: 59,917,676 For; 44,762 Against; 17,504 Abstain.
- Broker Non-Votes: 0 shares.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. The document is limited to the disclosure of voting results.
Investor Verification Checklist
- Verify the tenure of the newly elected directors, who serve until the 2022 Annual Meeting.
- Confirm the significant number of broker non-votes (12,199,910) regarding director elections and executive compensation.
- Review the substantial "Against" votes for directors Kenneth S. Courtis, Michael Gorzynski, and Shelly C. Lombard, which exceeded 8 million shares each.
- Confirm the ratification of BDO USA, LLP as the auditor for the fiscal year ending December 31, 2021.