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
August 18, 2022
Date of Report (Date of earliest event reported) |
AMERCO
(Exact name of registrant as specified in its charter) |
Nevada 001-11255 88-0106815
(State or other jurisdiction of incorporation) | (Commission File Number) |
| (I.R.S. Employer Identification No.) |
5555 Kietzke Lane , Ste. 100
Reno , NV 89511
(Address of Principal Executive Offices) |
775 668-6300
(Registrant’s telephone number, including area code) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of each exchange on which registered |
Common Stock, $0.25 par value | UHAL | NASDAQ Global Select Market |
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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
On August 18, 2022, AMERCO (the “Company”) held its 2022 Annual Meeting of Stockholders. At such meeting our stockholders voted upon and approved: (i) the election of Edward J. Shoen, James E. Acridge, John P. Brogan, James J. Grogan, Richard J. Herrera, Karl A. Schmidt, Roberta R. Shank and Samuel J. Shoen as directors of the Company, to serve until the 2023 Annual Meeting of Stockholders of the Company (“Proposal 1”); (ii) the ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2023 (“Proposal 2”), (iii) a proposal received from Company stockholder proponents to ratify and affirm the decisions and actions taken by the Board of Directors and executive officers of the Company, with respect to AMERCO, its subsidiaries, and its various constituencies, for the fiscal year ended March 31, 2022 (“Proposal 3”) and our stockholders voted upon and against (iv) a proposal received from a Company stockholder proponent regarding adoption of emission reduction targets (“Proposal 4”).
The following table sets forth the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each matter voted on at the 2022 Annual Meeting of Stockholders of AMERCO.
| Votes Cast For | Votes Cast Against | Votes Withheld |
Abstentions | Broker Non-votes |
Proposal 1 |
|
|
|
|
|
Edward J. Shoen | 15,252,920 | - | 2,073,857 | - | 383,230 |
James E. Acridge | 16,587,537 | - | 739,240 | - | 383,230 |
John P. Brogan | 13,854,881 | - | 3,471,896 | - | 383,230 |
James J. Grogan | 15,991,646 | - | 1,335,131 | - | 383,230 |
Richard J. Herrera | 17,168,055 | - | 158,722 | - | 383,230 |
Karl A. Schmidt | 16,712,124 | - | 614,653 | - | 383,230 |
Roberta R. Shank | 17,027,485 | - | 299,292 | - | 383,230 |
Samuel J. Shoen | 15,609,075 | - | 1,717,702 | - | 383,230 |
|
|
|
|
|
|
Proposal 2 | 17,641,111 | 62,917 | - | 5,979 | - |
|
|
|
|
|
|
Proposal 3 | 12,052,053 | 3,659,521 | - | 1,615,203 | 383,230 |
|
|
|
|
|
|
Proposal 4 | 3,268,501 | 14,046,983 | - | 11,293 | 383,230 |
Item 8.01. Other Items
On August 19, 2022, AMERCO (the “Company”) announced that its Board of Directors declared a special cash dividend on its Common Stock of $0.50 per share payable to all shareholders of record of the Company’s Common Stock as of close of business on September 6, 2022. The payment date for the special dividend will be September 20, 2022.
The Company’s press release regarding the special dividend is included as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. | Description |
99.1 | Press release dated August 19, 2022. |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL documents) |
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.
Dated: August 19, 2022
AMERCO
/s/ Jason A. Berg
Jason A. Berg
Chief Financial Officer
Exhibit Index
Exhibit No. | Description |
99.1 | Press release dated August 19, 2022. |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL documents) |
