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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| FORM 8-K |
| (Amendment No.) |
| CURRENT REPORT |
| Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 |
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May 5, 2021 Date of Report (Date of earliest event reported) |
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HESKA CORPORATION (Exact name of Registrant as specified in its charter) |
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| Delaware | | 000-22427 | | 77-0192527 |
(State or other jurisdiction of
incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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3760 Rocky Mountain Avenue Loveland, Colorado (Address of principal executive offices) | 80538 (Zip Code) |
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| Registrant's telephone number, including area code | | (970) 493-7272 | |
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Not Applicable (Former name or former address, if changed since last report) |
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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 (see General Instruction A.2. below): |
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| ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| 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, $0.01 par value | | HSKA | | The Nasdaq Stock Market LLC |
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| 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. o |
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the annual meeting of stockholders of Heska Corporation (the “Company”) on May 5, 2021, the Company’s stockholders approved the Heska Corporation Equity Incentive Plan. A detailed description of the Equity Incentive Plan is included in the Company’s Definitive Proxy Statement for the annual meeting, filed with the Securities and Exchange Commission on March 25, 2021. The Equity Incentive Plan is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its annual meeting of stockholders on May 5, 2021. The following is a summary of the matters voted on at the annual meeting based on the report of the voting results by the independent inspector of elections. The definitive proxy statement related to the annual meeting that was filed by the Company with the Securities and Exchange Commission under cover of Schedule 14A (File No. 000-22427) on March 25, 2021, contains a description of the following proposals considered at the annual meeting, each of which were approved by the Company's stockholders at the annual meeting as set forth below:
1.Stockholders elected the following nominees to serve a one-year term, as follows:
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| Nominee | | For | | Withheld | | Broker
Non-Voted | | Other
Non-Voted |
| Robert L. Antin | | 9,253,308 | | 27,169 | | 368,201 | | |
| Stephen L. Davis | | 9,252,923 | | 27,554 | | 368,201 | | |
| Mark F. Furlong | | 9,165,307 | | 115,170 | | 368,201 | | — |
| Joachim A. Hasenmaier | | 9,253,483 | | 26,994 | | 368,201 | | |
| Scott W. Humphrey | | 9,252,786 | | 27,691 | | 368,201 | | — |
| Sharon J. Larson | | 8,001,805 | | 1,278,672 | | 368,201 | | — |
| David E. Sveen | | 9,253,968 | | 26,509 | | 368,201 | | — |
| Kevin S. Wilson | | 9,253,967 | | 26,510 | | 368,201 | | — |
Mr. Antin, Mr. Davis, Mr. Furlong, Mr. Hasenmaier, Mr. Humphrey, Ms. Larson, Dr. Sveen, and Mr. Wilson have been elected to hold office until the 2022 annual meeting of stockholders or until his or her respective successor is duly elected and qualified.
2.Stockholders ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2021, as follows:
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| For: | 9,633,046 |
| Against: | 7,180 |
| Abstain: | 8,452 |
| Broker Non-Voted: | — | |
| Other Non-Voted: | — | |
3.Stockholders approved the Heska Corporation Equity Incentive Plan, as follows:
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| For: | 8,804,200 |
| Against: | 474,110 |
| Abstain: | 2,167 |
| Broker Non-Voted: | 368,201 |
| Other Non-Voted: | — | |
4.Stockholders approved the Company's executive compensation in a non-binding advisory vote, as follows:
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| For: | 8,964,070 |
| Against: | 305,531 |
| Abstain: | 10,876 |
| Broker Non-Voted: | 368,201 |
| Other Non-Voted: | — | |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Heska Corporation Equity Incentive Plan (incorporated by reference to Appendix A of the Registrant’s Definitive Proxy Statement on Schedule 14A, filed on March 25, 2021).
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| HESKA CORPORATION,
a Delaware corporation |
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| Dated: May 6, 2021 | By: /s/ Christopher Sveen Christopher Sveen Executive Vice President, Chief Administrative Officer, General Counsel, Corporate Secretary |
