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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): November 12, 2020
 
ETHAN ALLEN INTERIORS INC.
(Exact name of registrant as specified in its charter)
 
Delaware
1-11692
06-1275288
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
     
25 Lake Avenue Ext., Danbury, Connecticut
 
06811-5286
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (203) 743-8000
 
__________________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 (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:
 
Common stock $0.01 par value
ETH
New York Stock Exchange
(Title of each class)
(Trading symbol)
(Name of exchange on which registered)
 
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 November 12, 2020, Ethan Allen Interiors Inc. (“Ethan Allen” or the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”). Of the 25,053,082 shares of the Company’s common stock, $0.01 par value, eligible to vote at the Annual Meeting, 22,732,393 shares were present in person or represented by proxy. Set forth below are the final voting results for the proposals voted on at the Annual Meeting.
 
Proposal 1: Election of Directors. Each of the seven director nominees shown below was elected to serve a one-year term until the 2021 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. The voting results were as follows:
 
 
 
           
Broker
Director Nominee
 
For
 
Against
 
Abstain
 
Non-Votes
M. Farooq Kathwari
 
21,449,435
 
219,019
 
4,275
 
1,059,664
James B. Carlson
 
21,473,439
 
192,390
 
6,900
 
1,059,664
John J. Dooner, Jr.
 
21,517,953
 
147,868
 
6,908
 
1,059,664
Domenick J. Esposito
 
21,459,617
 
206,212
 
6,900
 
1,059,664
Mary Garrett
 
21,601,606
 
65,765
 
5,358
 
1,059,664
James W. Schmotter
 
21,560,425
 
95,663
 
16,641
 
1,059,664
Tara I. Stacom
 
21,568,086
 
88,140
 
16,503
 
1,059,664
 
Proposal 2: Approve, through a non-binding advisory vote, the fiscal 2020 compensation awarded to the Company’s named executive officers. An advisory resolution approving the compensation of the Company’s named executive officers, as set forth in the Company’s proxy statement, was approved as follows:
 
     
 
 
 
Broker
For
 
Against
 
Abstain
 
Non-Votes
21,094,778
 
430,035
 
147,916
 
1,059,664
 
Proposal 3: Ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2021 fiscal year. The selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2021 was ratified by the following vote:
 
For
 
Against
 
Abstain
22,141,772
 
583,016
 
7,605
 
 
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.
 
 
ETHAN ALLEN INTERIORS INC.
Date: November 13, 2020
By:
 /s/ Eric D. Koster                        
   
Eric D. Koster
Vice President, General Counsel & Secretary