hees-8k_20200519.htm
false 0001339605 0001339605 2020-05-19 2020-05-19

 

 

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 19, 2020

 

H&E Equipment Services, Inc.

(Exact name of registrant as specified in its charter)

 

Commission File Number:  000-51759

 

Delaware

  

81-0553291

(State or other jurisdiction of

  

(IRS Employer

incorporation)

  

Identification No.)

 

7500 Pecue Lane

Baton Rouge, LA 70809

(Address of principal executive offices, including zip code)

 

(225) 298-5200

(Registrant’s telephone number, including area code)

 

Not Applicable

(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: 

 

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 $0.01 per share

HEES

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 5.07

Submission of Matters to a Vote Security Holders

The 2020 Annual Meeting of Stockholders of H&E Equipment Services, Inc. (the “Company”) was held on May 19, 2020. Matters submitted to the stockholders and voted upon at the meeting, which are more fully described in the Company’s Proxy Statement, which was filed with the Securities and Exchange Commission on April 6, 2020, were (1) the election of ten directors; (2) the ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020; and (3) an advisory vote on Named Executive Officer compensation as disclosed in the Proxy Statement.

Each of the director nominees set forth below was elected to hold office until his respective successor is duly elected and qualified or until his or her death, resignation or removal. Stockholders ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020. Stockholders, in a non-binding advisory vote, approved the compensation of the Company’s Named Executive Officers as disclosed in the Company’s Proxy Statement.

The table below shows the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, as to each proposal, including a separate tabulation with respect to each nominee for director. There were no broker non-votes for the proposal regarding the ratification of the accounting firm.

 

(1)

Election of directors.

 

 

For

 

Withheld

 

Broker Non-Votes

John M. Engquist

 

28,828,082

 

469,862

 

4,363,245

Bradley W. Barber

 

28,983,291

 

314,653

 

4,363,245

Paul N. Arnold

 

28,675,394

 

622,550

 

4,363,245

Gary W. Bagley

 

28,841,535

 

456,409

 

4,363,245

Bruce C. Bruckmann

 

28,494,337

 

803,607

 

4,363,245

Patrick L. Edsell

 

29,039,241

 

258,703

 

4,363,245

Thomas J. Galligan III

 

29,035,730

 

262,214

 

4,363,245

Lawrence C. Karlson

 

27,295,584

 

2,002,360

 

4,363,245

John T. Sawyer

 

28,482,858

 

815,086

 

4,363,245

Mary P. Thompson

 

29,138,427

 

159,517

 

4,363,245

 

(2)

Ratification of Appointment of BDO USA, LLP as independent registered public accounting firm for the year ending December 31, 2020.

For

 

Against

 

Abstain

33,485,894  

 

124,185    

 

51,110

 

(3)

Advisory vote on Named Executive Officer compensation as disclosed in the Proxy Statement.

For

 

Against

 

Abstain

 

Broker Non-Votes

28,120,106  

 

707,213

 

470,625    

 

4,363,245    

 

Item 9.01

Exhibits

 

Exhibit 104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


 


 

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.

 

Date: May 20, 2020

 

By:

/s/ Leslie S. Magee

 

 

 

Leslie S. Magee

Chief Financial Officer