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): May 9, 2018
ADAMS RESOURCES & ENERGY, INC.
(Exact name of registrant as specified in its charter)
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| | |
| Delaware | 1-7908 | 74-1753147 |
| (State or other jurisdiction of | (Commission File Number) | (IRS Employer |
| incorporation) | | Identification No.) |
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| 17 South Briar Hollow Lane, Suite 100, Houston, Texas | 77027 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (713) 881-3600
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:
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| 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)) |
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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 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). |
Emerging growth company o | | |
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| 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 8, 2018, Adams Resources & Energy, Inc. (the “Company”) held its Annual Meeting of Shareholders for the purpose of considering the following matters: (i) to elect six directors to serve for the next year and until their successors are elected and qualified, (ii) to consider and act upon an Advisory Resolution on Executive Compensation, (iii) to consider and act upon an Advisory Resolution on the Frequency of the Shareholders’ Advisory Resolution on Executive Compensation, and (iv) to consider and act upon the new Adams Resources & Energy, Inc. 2018 Long-Term Incentive Plan. The voting was as follows:
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| 1. | To elect six directors to serve for the next year and until their successors are elected and qualified. |
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| | | | | | | | | |
| | | Number of Shares |
| | | For | | Withheld | | Broker Non-Votes |
| | | | | | | |
| Townes G. Pressler | | 3,387,825 |
| | 11,524 |
| | — |
|
| Larry E. Bell | | 3,237,152 |
| | 162,197 |
| | — |
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| Michelle A. Earley | | 3,386,235 |
| | 13,114 |
| | — |
|
| Murray E. Brasseux | | 3,374,483 |
| | 24,866 |
| | — |
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| Richard C. Jenner | | 3,376,174 |
| | 23,175 |
| | — |
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| W.R. Scofield | | 3,355,247 |
| | 44,102 |
| | — |
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| 2. | To consider and act upon an Advisory Resolution on Executive Compensation. |
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| | | | | | | | | | |
| Number of Shares |
| For | | Against | | Abstain | | Broker Non-Votes |
| | | | | | | |
| 3,378,020 |
| | 19,583 |
| | 1,746 |
| | — |
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| 3. | To consider and act upon an Advisory Resolution on the Frequency of the Shareholders’ Advisory Resolution on Executive Compensation. |
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| | | | | | | | | | | | | |
| Number of Shares |
| Every 1 Year | | Every 3 Years | | Every 3 Years | | Abstain | | Broker Non-Votes |
| | | | | | | | | |
| 3,055,183 |
| | 1,897 |
| | 340,577 |
| | 1,692 |
| | — |
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After considering the results of the shareholders’ vote at the 2018 Annual Meeting of Shareholders, the Board of Directors determined that it is in the best interest of the Company and its shareholders to hold an advisory vote to approve executive compensation on an annual basis until the next required shareholder vote on the frequency of future advisory votes to approve executive compensation.
4. To consider and act upon the new Adams Resources & Energy, Inc. 2018 Long-Term Incentive Plan.
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| | | | | | | | | | |
| Number of Shares |
| For | | Against | | Abstain | | Broker Non-Votes |
| | | | | | | |
| 3,372,839 |
| | 25,997 |
| | 513 |
| | — |
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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.
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| | | | ADAMS RESOURCES & ENERGY, INC. |
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| Date: | May 9, 2018 | By: | /s/ Sharon C. Davis |
| | | | Sharon C. Davis |
| | | | Interim Chief Financial Officer |
| | | | (Principal Financial Officer and |
| | | | Principal Accounting Officer) |
