UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 29, 2010
REDDY ICE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware | | 001-32596 | | 56-2381368 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
8750 North Central Expressway, Suite 1800
Dallas, Texas 75231
(Address of principal executive offices)
Registrant’s telephone number, including area code: (214) 526-6740
Not Applicable
(Former name or former address, if changed since last report)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
On April 29, 2010, the Company issued a press release to announce the results of the Company’s annual meeting of stockholders held on that same day. The press release is contained in Exhibit 99.1 and is incorporated herein by reference. At the annual meeting, the following matters were voted upon:
1. Election of seven directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified;
2. A proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditors for the fiscal year ending December 31, 2010; and
3. Approval of the amendment to the Company’s 2005 Long Term Equity Incentive and Share Award Plan, as amended.
A total of 22,754,214 shares of the Company’s common stock, par value $0.01 per share, were entitled to vote at the meeting. Of these shares, 19,270,607 shares were represented in person or by proxy at the meeting and voted as follows:
With respect to each of the following seven nominees for election to the Board of Directors, shares were voted as follows:
| | Votes For | | Votes Withheld | |
Gilbert M. Cassagne | | 13,263,407 | | 280,218 | |
William P. Brick | | 13,247,382 | | 296,243 | |
Kevin J. Cameron | | 12,925,450 | | 618,175 | |
Theodore J. Host | | 12,919,135 | | 624,490 | |
Michael S. McGrath | | 13,229,789 | | 313,836 | |
Michael H. Rauch | | 13,233,633 | | 309,992 | |
Robert N. Verdecchio | | 12,917,834 | | 625,791 | |
With respect to the appointment of PricewaterhouseCoopers, LLP as the Company’s independent auditors for the fiscal year ending December 31, 2010, shares were voted as follows: 19,093,948 votes for; 153,470 votes against; and 23,189 votes abstained.
With respect to the approval of the amendment to the Company’s 2005 Long Term Equity Incentive and Share Award Plan, as amended, shares were voted as follows: 9,957,601 voted for; 3,565,266 votes against; and 20,755 votes abstained.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1† Press Release dated April 29, 2010.
†Filed herewith.
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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.
Date: May 3, 2010
| REDDY ICE HOLDINGS, INC. |
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| By: | /s/ Steven J. Janusek |
| | Name: | Steven J. Janusek |
| | Title: | Chief Financial and Accounting Officer |
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