Business Context and Reporting Period
This Form 8-K reports on the 2026 Annual Meeting of Stockholders held by VIRCO MFG. CORPORATION on June 16, 2026. The filing details the voting results for three specific matters submitted to security holders.
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.
Material Changes and Voting Results
A total of 15,729,543 shares were entitled to vote, with 13,708,014 shares present (in person or by proxy). The following matters were acted upon:
- Election of Directors: Stockholders elected Craig L. Levra and Robert R. Lind as Class I directors for a term expiring at the 2029 Annual Meeting.
- Craig L. Levra: 9,338,778 votes for; 1,889,257 votes withheld.
- Robert R. Lind: 10,734,056 votes for; 493,979 votes withheld.
- Advisory Vote on Executive Compensation: The proposal was approved with 11,187,154 votes for, 21,680 votes against, and 19,201 abstentions.
- Ratification of Independent Auditor: The selection of Baker Tilly US, LLP as the independent registered public accounting firm for the fiscal year ending January 31, 2027, was approved with 13,686,159 votes for, 12,159 votes against, and 9,696 abstentions.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Investor Verification Checklist
- Verify the term expiration dates for the newly elected Class I directors (2029).
- Confirm the appointment of Baker Tilly US, LLP for the fiscal year ending January 31, 2027.
- Note the significant number of broker non-votes (2,479,979) recorded for the director elections and executive compensation vote.