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:) | June 2, 2020 |
Tandy Leather Factory, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware |
| (State or Other Jurisdiction of Incorporation |
| 1-12368 | | 75-2543540 |
| (Commission File Number) | | (IRS Employer Identification Number) |
| 1900 Southeast Loop 820, Fort Worth, Texas | | 76140 |
| (Address of Principal Executive Offices) | | (Zip Code) |
| (817) 872-3200 |
| (Registrant’s Telephone Number, Including Area Code) |
| |
| (Former Name or Former Address, if Changed Since Last Report) |
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. below):
| ☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.0024 | TLF | The Nasdaq Global 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).
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 2.02 | Results of Operations and Financial Condition |
On June 2, 2020, in connection with the Company’s annual meeting of stockholders, the Company held a publicly-announced webcast to discuss selected operating results for fiscal year 2019 and 2020 to date, the impact on the Company of the COVID-19 crisis and plans for the future of the Company’s business following this crisis. The written Management Presentation from that webcast is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. The information furnished pursuant to this Item 2.02, including Exhibit 99.1 furnished herewith, contains “forward- looking statements” within the meaning of the safe harbor provisions of the federal securities laws. It should be read in conjunction with the introductory note on forward-looking statements contained in the management presentation, the risk factors included in the Company’s periodic reports filed with the Securities and Exchange Commission and the other public announcements that the Company may make, by press release or otherwise, from time to time.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
The Company’s annual meeting of stockholders was held on June 2, 2020. The four proposals considered at the annual meeting were voted on as follows:
Proposal 1: The election of seven directors for the ensuing year. The number of votes cast for and withheld for each nominee for director is set forth below.
| NOMINEE: | FOR: | WITHHELD: |
| Vicki Cantrell | 5,331,983 | 218,778 |
| Janet Carr | 5,543,695 | 7,066 |
| Jefferson Gramm | 5,513,395 | 37,366 |
| Sharon M. Leite | 5,520,461 | 30,300 |
| James Pappas | 5,550,761 | 0 |
| Sejal Patel | 5,549,595 | 1,166 |
| William M. Warren | 4,642,993 | 907,768 |
Proposal 2: Ratification of the extension of the Tandy Leather Factory, Inc. 2013 Restricted Stock Plan and reservation of additional shares for issuance under the plan. The number of votes cast for and against this proposal, as well as the number of abstentions with respect to this proposal, are set forth below:
| FOR | AGAINST | ABSTAIN |
| 5,517,513 | 33,248 | 0 |
Proposal 3: Ratification of the appointment of the Company’s independent accounting firm for 2020. The number of votes cast for and against this proposal, as well as the number of abstentions with respect to this proposal, are set forth below:
| FOR | AGAINST | ABSTAIN |
| 5,544,861 | 5,900 | 0 |
Proposal 4: Advisory vote regarding executive compensation. The number of votes cast for and against this proposal, as well as the number of abstentions with respect to this proposal, are set forth below:
| FOR | AGAINST | ABSTAIN |
| 5,520,461 | 30,300 | 0 |
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
No. | Exhibit |
| Management Presentation dated June 2, 2020 |
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.
| | TANDY LEATHER FACTORY, INC. |
| | |
| Date: June 3, 2020 | By: | /s/ Janet Carr |
| |
| Janet Carr, Chief Executive Officer |
