UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
Gulf Island Fabrication, Inc. (the “Company”) held its 2024 annual meeting of shareholders on May 16, 2024, virtually via a live audio webcast. At the 2024 annual meeting, the Company’s shareholders (1) elected Robert M. Averick, William E. Chiles, Richard W. Heo, Michael J. Keeffe, Cheryl D. Richard and Jay R. Troger to serve as directors of the Company for terms expiring at the next annual meeting of shareholders in 2025 and until his or her successor is duly elected and qualified; (2) approved, on an advisory basis, the compensation of the Company’s named executive officers; and (3) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2024 fiscal year.
Of the 16,197,031 shares of the Company’s common stock outstanding as of the record date, 13,277,198 shares were represented in person, including being deemed present by means of remote communication, or by proxy at the 2024 annual meeting. The inspector of election reported the final vote of shareholders as follows:
Proposal No. 1: Election of each of the six director nominees.
Name |
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For |
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Against |
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Abstain |
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Broker Non-Votes |
Robert M Averick |
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10,574,695 |
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233,859 |
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94,145 |
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2,374,499 |
William E. Chiles |
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10,745,506 |
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87,753 |
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69,440 |
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2,374,499 |
Richard W. Heo |
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10,741,269 |
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86,253 |
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75,177 |
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2,374,499 |
Michael J. Keeffe |
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10,745,119 |
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88,753 |
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68,827 |
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2,374,499 |
Cheryl D. Richard |
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10,676,417 |
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156,842 |
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69,440 |
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2,374,499 |
Jay R. Troger |
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10,646,032 |
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187,840 |
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68,827 |
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2,374,499 |
Proposal No. 2: Approval, on an advisory basis, of the compensation of the Company’s named executive officers.
For |
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Against |
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Abstain |
|
Broker Non-Votes |
10,682,566 |
|
199,999 |
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20,134 |
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2,374,499 |
Proposal No. 3: Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2024.
For |
|
Against |
|
Abstain |
13,221,548 |
|
49,437 |
|
6,213 |
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.
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GULF ISLAND FABRICATION, INC. |
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By: |
/s/ Westley S. Stockton |
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Westley S. Stockton |
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Executive Vice President, Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer and Principal Accounting Officer) |
Dated: |
May 16, 2024 |
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