Alamo Group Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$ALG
Industrial Machinery/Components
Industrials
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): May 8, 2025
(Exact name of registrant as specified in its charter)
State of | ||||||||
| (State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) | ||||||
| (Address of Registrant’s principal executive offices) | (Zip Code) | ||||
(830 ) 379-1480
Registrant's telephone number, including area code:
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 $.10 per share | ||||||||
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:
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 May 8, 2025, the Company held its annual meeting of stockholders (the “Annual Meeting”). The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Company’s proxy statement filed with the Securities and Exchange Commission on March 13, 2025. Set forth below, with respect to each proposal, are the number of votes cast for or against, the number of abstentions and the number of broker non-votes:
Proposal 1 - Election of directors
The stockholders approved the election of all eight of the nominees for director to serve until the next Annual Meeting or until their successors are duly elected and qualified. The voting results were as follows:
| For | Against | Abstain | Broker Non-Votes | ||||||||||||||||||||
| Robert P. Bauer | 10,565,521 | 235,036 | 8,035 | 535,608 | |||||||||||||||||||
| Eric P. Etchart | 10,619,812 | 180,670 | 8,110 | 535,608 | |||||||||||||||||||
| Nina C. Grooms | 10,579,897 | 218,345 | 10,350 | 535,608 | |||||||||||||||||||
| Colleen C. Haley | 10,698,704 | 101,999 | 7,889 | 535,608 | |||||||||||||||||||
| Paul D. Householder | 10,786,495 | 13,987 | 8,110 | 535,608 | |||||||||||||||||||
| Tracy C. Jokinen | 10,790,982 | 9,772 | 7,838 | 535,608 | |||||||||||||||||||
| Richard W. Parod | 10,799,234 | 1,248 | 8,110 | 535,608 | |||||||||||||||||||
| Lorie L. Tekorius | 10,723,046 | 75,368 | 10,178 | 535,608 | |||||||||||||||||||
Proposal 2 - Advisory vote on compensation of named executive officers
The stockholders approved, on an advisory, non-binding basis, the compensation of our named executive officers as described in our Proxy Statement, by the votes set forth in the table below:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 10,533,729 | 217,997 | 56,866 | 535,608 | |||||||||||||||||
Proposal 3 - Approval of the Alamo Group Inc. 2025 Incentive Stock Option Plan
The stockholders approved the Company's 2025 Incentive Stock Option Plan. The voting results were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 10,384,320 | 367,897 | 56,375 | 535,608 | |||||||||||||||||
Proposal 4 - Ratification of appointment of KPMG LLP as independent auditor for fiscal year 2025
The appointment of KPMG LLP to serve as the Company's independent auditor for the fiscal year ending December 31, 2025 was ratified. The voting results were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 11,119,622 | 165,625 | 58,953 | — | |||||||||||||||||
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.
| May 9, 2025 | By: /s/ Edward T. Rizzuti | ||||
| Edward T. Rizzuti | |||||
| Executive Vice President, Corporate Development, Investor Relations & Secretary | |||||