Business Context and Reporting Period
This Form 8-K Current Report was filed by REED's, INC. on December 17, 2014, regarding events occurring at the Company's Annual Meeting of Shareholders held on December 12, 2014. The filing details the results of shareholder votes on director elections, auditor ratification, and a shareholder proposal.
Key Financial Metrics
This filing is a report on corporate governance events and does not contain financial performance data. The text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes and Voting Results
Shareholders voted on three main items. A total of 10,920,892 shares were voted, representing 83.61% of the 13,061,480 shares outstanding on the record date.
- Election of Directors: The existing board of directors was elected for a one-year term. Votes were cast as follows:
- Christopher J. Reed: 2,252,453 For; 953,682 Withheld.
- Judy Holloway Reed: 2,220,374 For; 985,761 Withheld.
- Mark Harris: 2,224,490 For; 981,645 Withheld.
- Daniel S.J. Muffoletto: 1,422,148 For; 1,783,987 Withheld.
- Michael Fischman: 1,887,589 For; 1,318,546 Withheld.
- Auditor Ratification: Shareholders ratified the selection of Weinberg & Company, P. A. as the independent registered public accounting firm for fiscal 2014.
- For: 10,815,325
- Against: 97,704
- Abstentions: 7,863
- Shareholder Proposal: The proposal entitled "Proxy Access for Shareholders" was rejected by the shareholders.
- For: 1,119,806
- Against: 2,033,038
- Abstentions: 53,291
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. It is strictly a disclosure of voting results.
Key Facts for Investor Verification
- Verify the re-election of the current board of directors, noting the significant number of withheld votes for directors Daniel S.J. Muffoletto and Michael Fischman.
- Confirm the rejection of the "Proxy Access for Shareholders" proposal, indicating shareholder preference against this specific governance change at this time.
- Note the high level of shareholder participation (83.61% of outstanding shares voted).
- Confirm the ratification of Weinberg & Company, P. A. as the independent auditor for fiscal 2014.