Current Report Filing (8-k)

0000082166false00000821662020-05-202020-05-20

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 20, 2020

Date of Report (Date of earliest event reported)

RAVEN INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

SD

001-07982

46-0246171

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

205 East 6th Street, P.O. Box 5107

Sioux Falls,

SD

57117-5107

(Address of principal executive offices)

(Zip Code)

[phone]

(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:

☐			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

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).    

						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.   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 2020 Annual Meeting held on May 20, 2020:

						Votes For						Votes Against						Abstentions						Broker Non-Votes
1.			Election of Directors.
			Jason M. Andringa			28,362,554.000						352,775.000						27,699.000						3,828,501.000
			Thomas S. Everist			28,209,959.000						510,826.000						22,243.000						3,828,501.000
			Janet M. Holloway			28,206,784.000						505,657.000						30,587.000						3,828,501.000
			Kevin T. Kirby			27,910,053.000						806,856.000						26,119.000						3,828,501.000
			Marc E. LeBaron			28,341,121.000						375,275.000						26,632.000						3,828,501.000
			Lois M. Martin			28,361,147.000						355,270.000						26,611.000						3,828,501.000
			Richard W. Parod			28,342,628.000						373,336.000						27,064.000						3,828,501.000
			Daniel A. Rykhus			28,432,127.000						280,063.000						30,838.000						3,828,501.000

									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.						27,012,802.000						1,611,277.000						118,949.000						3,828,501.000

						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.			32,206,423.000						58,235.000						306,871.000

						Votes For						Votes Against						Abstentions						Broker Non-Votes
4.			Approval of the authorization of indebtedness.			28,441,906.000						240,020.000						61,102.000						3,828,501.000

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, Deloitte & Touche LLP has been ratified as the Company’s Independent Registered Public Accounting Firm for fiscal year 2021 and the authorization of indebtedness has been approved.

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.

RAVEN INDUSTRIES, INC.
/s/ Lee A. Magnuson
Lee A. Magnuson
General Counsel & Vice President, Corporate Secretary

Dated: May 21, 2020