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): May 29, 2020
Diamond S Shipping Inc.
(Exact name of registrant as specified in charter)
| Republic of the Marshall Islands | | 1-38771 | | 94-1480128 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
| 33 Benedict Place, Greenwich, CT | | 06830 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (203) 413-2000
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 (see General Instruction A.2. below):
| ¨ | 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)) |
Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Shares, $0.001 par value per share | DSSI | New York Stock Exchange |
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 companyx
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. |
On May 29, 2020, Diamond S Shipping Inc., a Marshall Islands corporation (the “Company”), held its 2020 Annual Meeting of Shareholders (the “Annual Meeting”). There were a total of 40,308,504 common shares, par value $0.001 per share (“Common Shares”), outstanding and entitled to vote at the Annual Meeting on the record date of April 6, 2020. A total of 31,451,090 Common Shares, constituting a majority of the outstanding Common Shares entitled to vote at the Annual Meeting, were represented at the Annual Meeting either in person or by proxy, and therefore a quorum was declared to be present. At the Annual Meeting, the Company’s shareholders voted on the following matters and cast their votes as described below.
Election of Directors
The following persons were elected as directors of the Company to serve until the Company’s 2021 Annual Meeting of Shareholders and until his or her respective successor is elected and qualified or until his or her earlier death, resignation, retirement, disqualification or removal, by the following number of votes:
Name |
Votes For |
Votes Against |
Abstentions | Broker
Non-Votes |
| Alexandra Kate Blankenship | 26,768,104 | 99,491 | 58,261 | 4,525,234 |
| Gerasimos G. Kalogiratos | 26,727,156 | 141,314 | 57,386 | 4,525,234 |
| Harold L. Malone III | 26,805,507 | 110,577 | 9,772 | 4,525,234 |
| Nadim Z. Qureshi | 26,810,553 | 105,125 | 10,178 | 4,525,234 |
| Craig H. Stevenson, Jr. | 26,810,672 | 105,709 | 9,475 | 4,525,234 |
| Bart H. Veldhuizen | 26,802,079 | 114,082 | 9,695 | 4,525,234 |
| George Cambanis | 26,764,018 | 95,198 | 66,640 | 4,525,234 |
Ratification of the Appointment of Deloitte & Touche LLP
The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020, was approved by the following number of votes:
| Votes For | Votes Against | Abstentions |
| 31,341,661 | 89,559 | 19,870 |
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: June 4, 2020 |
DIAMOND S SHIPPING INC. | |
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| | | | |
| | By: | | /s/ Lorraine Annucci | |
| | | | Name: Lorraine Annucci Title: VP Accounting | |
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