Item 2.02. Results of Operations and Financial Condition
On May 8, 2014, Houston Wire & Cable Company (the "Company") reported its financial results for the quarter ended March 31, 2014. The Company's press release dated May 8, 2014, is attached as exhibit 99.1.Item 5.07. Submission of Matters to a Vote of Security Holders
On May 6, 2014, the Company held its 2014 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, 16,389,007 shares of common stock, par value $.001, or approximately 91.28% of the 17,954,032 shares of common stock outstanding and entitled to vote at the Annual Meeting, were present in person or by proxy. Set forth below are the matters acted upon by Company stockholders at the Annual Meeting, and the final voting results on each such matter.
Proposal 1: Election of Directors. The number of votes cast for and withheld from each nominee, as well as the number of broker non-votes, were as follows:
Name of Nominee Votes For Votes Withheld
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Michael T. Campbell 14,296,141 193,347
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I. Stewart Farwell 14,293,033 196,455
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James L. Pokluda III 14,383,055 106,433
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Mark A. Ruelle 13,883,676 605,812
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Wilson B. Sexton 14,381,747 107,741
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William H. Sheffield 14,366,870 122,618
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Scott L. Thompson 14,294,633 194,855
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There were 1,899,519 broker non-votes as to Proposal 1.
All seven nominees were elected.
Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm. The number of votes cast for and against this matter, as well as the number of abstentions, were as follows:
Votes For as a Percentage of
Votes For Votes Present at the Meeting Votes Against Abstentions
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16,354,888 99.79 33,670 449
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There were no broker non-votes as to Proposal 2.
Proposal 2 received the affirmative vote of the holders of at least a majority of the shares of common stock present at the Annual Meeting and therefore was adopted.
Proposal 3: Advisory Vote to Approve Executive Compensation. The number of votes cast for and against this matter, as well as the number of abstentions and broker non-votes, were as follows:
Votes For as a Percentage of
Votes For Votes Present at the Meeting Votes Against Abstentions
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14,398,286 99.37 56,226 34,976
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There were 1,899,519 broker non-votes as to Proposal 3.
Proposal 3 received the affirmative vote of the holders of at least a majority of the shares of common stock present at the Annual Meeting and therefore was adopted.
Proposal 4: Approval of the Material Terms of the Houston Wire & Cable Company 2006 Stock Plan. The number of votes cast for and against this matter, as well as the number of abstentions and broker non-votes, were as follows:
Votes For as a Percentage of
Votes For Votes Present at the Meeting Votes Against Abstentions
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13,898,599 95.92 574,439 16,450
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There were 1,899,519 broker non-votes as to Proposal 4.
Proposal 4 received the affirmative vote of the holders of at least a majority of the shares of common stock present at the Annual Meeting and therefore was adopted.Item 9.01. Financial Statements and Exhibits
(d) Exhibits 99.1 Press Release of Houston Wire & Cable Company dated May 08, 2014
SIGNATURE 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. |