Business Context and Reporting Period
This Form 8-K reports on the results of the 2018 Annual Meeting of Stockholders for Lindblad Expeditions Holdings, Inc., held on June 12, 2018. As of the record date of April 17, 2018, 45,796,330 shares of common stock were outstanding. A quorum was established with 41,599,467 shares represented at the meeting.
Key Financial Metrics
This filing is a current report regarding corporate governance and shareholder voting. It does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data.
Material Changes
No material financial changes are reported in this document. The filing details the successful election of directors and the approval of executive compensation and auditor ratification.
Guidance, Outlook, and Voting Results
The stockholders voted on three proposals with the following results:
- Proposal 1: Election of Directors
- Mark D. Ein: 37,207,809 votes For; 1,902,758 Withheld; 2,488,900 Broker Non-Votes.
- Sven-Olof Lindblad: 38,992,205 votes For; 118,362 Withheld; 2,488,900 Broker Non-Votes.
- Both directors were elected to Class C terms expiring in 2021.
- Proposal 2: Advisory Resolution on Executive Compensation
- Approved: 38,927,689 votes For; 136,178 Against; 46,700 Abstain; 2,488,900 Broker Non-Votes.
- Proposal 3: Ratification of Independent Auditor
- Marcum LLP was ratified for fiscal year 2018: 41,586,965 votes For; 8,854 Against; 3,648 Abstain; 1 Broker Non-Vote.
The filing does not provide management commentary, future guidance, or risk factors beyond the standard disclosure of voting outcomes.
Investor Verification Checklist
- Verify the terms of office for the newly elected Class C directors (Mark D. Ein and Sven-Olof Lindblad).
- Confirm the appointment of Marcum LLP as the independent auditor for fiscal year 2018.
- Review the Proxy Statement for details on the 2017 executive compensation package that was approved.
- Note that this filing contains no financial performance data; refer to the most recent 10-K or 10-Q for financial metrics.