UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 16, 2022
Generac Holdings Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-34627 | 20-5654756 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
S45 W29290 Hwy 59 | |
Waukesha, Wisconsin | 53189 |
| (Address of principal executive offices) | (Zip Code) |
(262) 544-4811
(Registrant’s telephone number, including area code)
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 | GNRC | New York Stock Exchange |
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the 2022 annual meeting of stockholders, the Company’s stockholders (1) elected each of the Company’s director nominees listed below for a three-year term; (2) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022; and (3) approved an advisory, non-binding resolution to approve the compensation of the Company’s named executive officers.
Proposal No.1 — Election of Directors
Name | Votes For | Votes Against | Abstention | Broker Non-Votes |
| John D. Bowlin | 41,877,902 | 9,104,291 | 453,585 | 4,327,003 |
| Aaron P. Jagdfeld | 46,829,975 | 4,110,730 | 495,073 | 4,327,003 |
| Andrew G. Lampereur | 45,947,736 | 5,033,676 | 454,366 | 4,327,003 |
| Nam T. Nguyen | 50,491,247 | 916,068 | 28,463 | 4,327,003 |
Proposal No.2 — Ratification of the Appointment of Deloitte & Touche, LLP
Votes For | Votes Against | Abstentions | Broker Non-Votes |
| 53,702,911 | 1,940,477 | 119,393 | 0 |
Proposal No.3 — Advisory Vote on Executive Compensation
Votes For | Votes Against | Abstentions | Broker Non-Votes |
| 47,096,136 | 4,188,411 | 151,231 | 4,327,003 |
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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.
| June 17, 2022 | GENERAC HOLDINGS INC. | ||
| By: | /s/ Raj Kanuru | ||
| Raj Kanuru | |||
| EVP, General Counsel & Secretary |
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