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
May 30, 2013
Date of report (Date of earliest event reported)
NEW ULM TELECOM, INC.
(Exact name of registrant as specified in its charter)
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Minnesota | 0-3024 | 41-0440990 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
27 North Minnesota Street
New Ulm, MN 56073
(Address of principal executive offices, including zip code)
(507) 354-4111
(Registrant's telephone number, including area code)
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):
[ ] 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))
Item 5.07 – Submission of Matters to a Vote of Security Holders
New Ulm Telecom, Inc.’s (“NU Telecom”) Annual Meeting of Shareholders was held on May 30, 2013. Proxies representing 3,329,659 shares, or 65.24% of the 5,103,918 outstanding shares entitled to vote were present at the Annual Meeting, which constituted a quorum. The shareholder voting results for the election of two directors, the ratification of the appointment of NU Telecom’s independent registered public accounting firm, the approval to amend and restate the Company’s Articles of Incorporation, the advisory vote to approve the Company’s executive compensation and the advisory vote on the frequency of future executive compensation advisory votes are presented as follows:
Proposal 1. The following two directors were elected to serve until the 2016 Annual Meeting and until the election and qualification of their respective successors, as follows:
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Nominees | | Votes For | | Votes Against | | | Abstentions | | Broker Non-Votes |
| | | | | | | | | |
James P. Jensen | | 2,665,156 | | 33,806 | | | 130,278 | | 500,419 |
Perry L. Meyer | | 2,678,594 | | 20,381 | | | 130,265 | | 500,419 |
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Proposal 2. Shareholders ratified the appointment of Olsen, Thielen & Company, Ltd. as the Company’s independent registered public accounting firm for the 2013 fiscal year, as follows:
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Votes For | | Votes Against | | | Abstentions |
| | | | | | | | |
3,290,611 | | 14,373 | | | 24,675 |
Proposal 3. Shareholders approved the proposal to amend and restate the Company’s Articles of Incorporation, as follows:
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Votes For | | Votes Against | | | Abstentions | | Broker Non-Votes | |
| | | | | | | | | | | |
2,735,488 | | 53,964 | | | 39,788 | | | 500,419 |
Proposal 4. Shareholders approved the Company’s executive compensation, as follows:
| | | | | | | | | | | | |
Votes For | | Votes Against | | | Abstentions | | Broker Non-Votes | |
| | | | | | | | | | | |
2,220,076 | | 296,247 | | | 312,917 | | | 500,419 |
Proposal 5. The shareholders voted on the frequency of future shareholder advisory votes on executive compensation, as follows:
| | | | | | | | | | | | | |
1 Year | | 2 Years | | | 3 Years | | Abstentions | | Broker Non-Votes |
| | | | | | | | | | | |
610,642 | | 36,247 | | | 1,828,357 | | | 353,994 | 500,419 |
| | | | | | | | | | | |
In light of the fact that 73.9% of the shareholders expressing a preference on Proposal 5 voted in favor of holding the advisory vote every three years, and that was the recommendation of the NU Telecom Board of Directors (“Board), on May 30, 2013, the Board decided NU Telecom will submit the shareholder advisory vote on executive compensation to its shareholders every three years.
In addition, the Board currently intends to seek a new shareholder advisory vote on the frequency of future shareholder advisory votes in three years or at the 2016 Annual Meeting of Shareholders, instead of holding the vote every six years.
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: May 31, 2013 | New Ulm Telecom, Inc. |
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| By: | /s/Curtis Kawlewski |
| | Curtis Kawlewski |
| Its: | Chief Financial Officer |