Item 3.03. Material Modification to Rights of Security Holders.
The information set forth in Item 5.03 below is incorporated by reference herein in response to this Item.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On April 30, 2021, United States Lime & Minerals, Inc. (the “Company”) held its 2021 Annual Meeting of Shareholders (the “Annual Meeting”) in Dallas, Texas. At the Annual Meeting, the Company’s shareholders approved an amendment to Article SIXTH of the Restated Articles of Incorporation, as amended (the “Restated Articles”), to increase the Company’s number of shares of authorized common stock, par value $0.10 per share (the “Common Stock”), from 15,000,000 shares to 30,000,000 shares of Common Stock, with the 500,000 shares of authorized preferred stock, par value $5.00 per share, remaining the same (the “Charter Amendment”). The Charter Amendment and the reasons therefor are described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on March 26, 2021 (the “2021 Annual Meeting Proxy Statement”), and that description is incorporated by reference herein.
On May 4, 2021, the Company filed the Articles of Amendment to the Restated Articles (the “Articles of Amendment”) with the Texas Secretary of State implementing the Charter Amendment. The Articles of Amendment are filed as Exhibit 3.1 to this Current Report on Form 8-K and are incorporated by reference herein.
This Current Report on Form 8-K also includes as Exhibit 4.1 an updated Description of the Company’s Securities Registered Under Section 12 of the Securities Exchange Act of 1934, as amended. This description has been updated to reflect the Charter Amendment.
Item 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
At the Annual Meeting, the shareholders voted on three proposals as described in the 2021 Annual Meeting Proxy Statement. The voting results for these proposals were as follows:
Proposal 1
The following six directors were elected to serve until the 2022 Annual Meeting of Shareholders and until their respective successors have been duly elected and qualified as set forth below:
| | | | | | | |
Directors | | FOR | | WITHHELD | | BROKER NON-
VOTES | |
Timothy W. Byrne | | 5,118,391 | | 30,119 | | 504,826 | |
Richard W. Cardin | | 4,881,050 | | 267,460 | | 504,826 | |
Antoine M. Doumet | | 4,001,479 | | 1,147,031 | | 504,826 | |
Ray M. Harlin | | 5,066,941 | | 81,569 | | 504,826 | |
Billy R. Hughes | | 4,901,312 | | 247,198 | | 504,826 | |
Edward A. Odishaw | | 4,843,121 | | 305,389 | | 504,826 | |
Proposal 2
Shareholders approved, on a non-binding advisory basis, the Company’s executive compensation as set forth below:
| | | | | | | |
| | | | | | BROKER NON- | |
FOR | | AGAINST | | ABSTAIN | | VOTES | |
4,611,739 | | 531,070 | | 5,701 | | 504,826 | |
