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 25, 2021 | |
| Date of Report (Date of earliest event reported) |
|
RAVEN INDUSTRIES, INC.
(Exact name of registrant as specified in its charter) | | | | | | | | | | | |
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| SD | 001-07982 | 46-0246171 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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| 205 East 6th Street, P.O. Box 5107 | Sioux Falls, | SD | 57117-5107 |
| (Address of principal executive offices) | (Zip Code) |
|
(605) 336-2750
(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:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, $1 par value | RAVN | | NASDAQ | Global Select Market |
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). 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. o
Item 5.07. Submission of Matters to a Vote of Security Holders.
Set forth below are the final voting results for each of the proposals submitted to a vote of the shareholders at the 2021 Annual Meeting held on May 25, 2021:
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| | Votes For | | Votes Against | | Abstentions | | Broker
Non-Votes |
| 1. | Election of Directors. | | | | | | | |
| | | | | | | | |
| Jason M. Andringa | 28,673,770.000 | | | 773,696.000 | | | 28,591.000 | | | 3,282,444.000 | |
| Thomas S. Everist | 28,807,232.000 | | | 649,731.000 | | | 19,094.000 | | | 3,282,444.000 | |
| Janet M. Holloway | 28,709,631.000 | | | 738,298.000 | | | 28,128.000 | | | 3,282,444.000 | |
| Kevin T. Kirby | 27,944,462.000 | | | 1,511,487.000 | | | 20,108.000 | | | 3,282,444.000 | |
| Marc E. LeBaron | 28,693,134.000 | | | 754,134.000 | | | 28,789.000 | | | 3,282,444.000 | |
| Lois M. Martin | 29,098,069.000 | | | 350,950.000 | | | 27,038.000 | | | 3,282,444.000 | |
| Richard W. Parod | 29,071,365.000 | | | 376,667.000 | | | 28,025.000 | | | 3,282,444.000 | |
| Daniel A. Rykhus | 29,273,763.000 | | | 179,489.000 | | | 22,805.000 | | | 3,282,444.000 | |
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| | | Votes For | | Votes Against | | Abstentions | | Broker Non-Votes |
| 2. | Approved, by a non-binding advisory vote, the compensation of our executive officers disclosed in the Proxy Statement. | | 27,477,376.000 | | | 1,841,817.000 | | | 156,864.000 | | | 3,282,444.000 | |
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| | Votes For | | Votes Against | | Abstentions |
| 3. | Ratification of the appointment of Deloitte & Touche LLP as the Independent Registered Public Accounting Firm for the Company's fiscal year ending January 31, 2021. | 32,680,127.000 | | | 53,403.000 | | | 24,971.000 | |
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Based upon the submission of proxies and ballots by the required votes all directors/nominees have been elected, the non-binding advisory vote on executive compensation has been approved, and Deloitte & Touche LLP has been ratified as the Company’s Independent Registered Public Accounting Firm for fiscal year 2022.
Each proposal was approved by the Company’s shareholders by the required vote.
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 thereunto duly authorized.
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| RAVEN INDUSTRIES, INC. |
| /s/Lee A. Magnuson |
| Lee A. Magnuson |
| General Counsel & Vice President, Corporate Secretary |
Dated: May 26, 2021
