Current Report Filing (8-k)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 21, 2020

LCI INDUSTRIES

(Exact name of registrant as specified in its charter)

Delaware

001-13646

13-3250533

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

3501 County Road 6 East,

Elkhart,

Indiana

46514

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code:

(574)

535-1125

N/A

(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(b) 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, $.01 par value			LCII			New York Stock Exchange

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. ☐

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Item 5.07 Submission of Matters to a Vote of Security Holders

The Annual Meeting of Stockholders of LCI Industries was held on May 21, 2020. The total shares outstanding on the record date, March 27, 2020, were 25,133,934. The total shares represented at the meeting in person or by proxy were 23,800,266. The following matters were voted upon:

(1) To elect a Board of ten Directors:

			For			Against			Abstain			Broker Non-Votes
James F. Gero			20,569,966			1,814,517			17,218			1,398,565
Frank J. Crespo			21,363,225			1,021,260			17,216			1,398,565
Brendan J. Deely			21,040,675			1,343,511			17,515			1,398,565
Ronald J. Fenech			22,018,499			365,905			17,297			1,398,565
Tracy D. Graham			22,020,267			365,134			16,300			1,398,565
Virginia L. Henkels			21,336,121			1,049,380			16,200			1,398,565
Jason D. Lippert			22,018,872			366,135			16,694			1,398,565
Kieran M. O’ Sullivan			21,187,683			1,197,171			16,847			1,398,565
David A. Reed			21,546,312			838,071			17,318			1,398,565
John A. Sirpilla			22,059,776			324,709			17,216			1,398,565

Each of the persons listed above were elected to serve as Directors until the next Annual Meeting of Stockholders.

(2) To approve, in an advisory and non-binding vote, the compensation of the named executive officers:

For			Against			Abstain			Broker Non-Votes
14,941,756			7,232,334			227,611			1,398,565

(3) To ratify the selection of KPMG LLP as independent auditors for the year ending December 31, 2020:

For			Against			Abstain			Broker Non-Votes
22,742,126			1,037,361			20,779			—

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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.

LCI INDUSTRIES
(Registrant)
By: /s/ Brian M. Hall Brian M. Hall Chief Financial Officer
Dated:			May 26, 2020