0001437749-19-007967.txt : 20190425 0001437749-19-007967.hdr.sgml : 20190425 20190425170026 ACCESSION NUMBER: 0001437749-19-007967 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190425 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190425 DATE AS OF CHANGE: 20190425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVALON HOLDINGS CORP CENTRAL INDEX KEY: 0001061069 STANDARD INDUSTRIAL CLASSIFICATION: REFUSE SYSTEMS [4953] IRS NUMBER: 341863889 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14105 FILM NUMBER: 19768231 BUSINESS ADDRESS: STREET 1: ONE AMERICAN WAY CITY: WARREN STATE: OH ZIP: 44484 BUSINESS PHONE: 3308568800 8-K 1 awx20190425_8k.htm FORM 8-K awx20190425_8k.htm

 

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) April 25, 2019

 

AVALON HOLDINGS CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

Ohio   1-14105   34-1863889
(State or Other Jurisdiction   (Commission File   (IRS Employer
of Incorporation)   Number)   Identification No.)

 

 

One American Way, Warren, Ohio 44484

(Address of Principal Executive Offices) (Zip Code)

 

Registrant's telephone number, including area code: (330) 856-8800

     
  (Former name and 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 240.13e4(c))

 

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

 

The Avalon Holdings Corporation Annual Meeting of Stockholders was held on April 25, 2019.

 

The matters presented for a vote and the related results are as follows:

 

1.

ELECTION OF DIRECTORS

 

The following directors were elected by the holders of Class B Common Stock:

 

Name

  

Votes For

  

Votes Withheld

  

Abstentions

  

Broker Non-votes

Ronald E. Klingle

  

6,114,850

  

-0-

  

-0-

  

-0-

Bryan P. Saksa 

  

6,114,850

  

-0-

  

-0-

  

-0-

David G. Bozanich

  

6,114,850

  

-0-

  

-0-

  

-0-

 

 

The following directors were elected by the holders of the Class A Common Stock:

 

Name

  

Votes For

  

Votes Withheld

  

Abstentions

  

Broker Non-votes

Kurtis D. Gramley

  

618,631

  

 990,436

  

-0-

  

1,643,080

Stephen L. Gordon

  

565,057

  

1,044,010

  

-0-

  

1,643,080

 

 

2.

ADVISORY VOTE ON THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS

 

   

Votes For

  

Votes Against

  

Abstentions

  

Broker Non-votes
   

6,731,093

  

988,702

  

4,122

  

1,643,080

 

Pursuant to the foregoing votes, the Executive Compensation of the Named Executive Officers of Avalon Holdings Corporation was approved in the non-binding vote.

 

 

3.

TO RECOMMEND, IN A NON-BINDING VOTE, THE FREQUENCY OF AN ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS

 

1 Year

  

2 Years

  

3 Years

  

Abstentions

  

Broker Non-vote

7,281,498

  

17,198

  

202,725

  

222,496

  

1,643,080

 

A majority of the votes cast by shareholders voted, on an advisory basis, to hold an advisory vote to approve executive compensation every year.

 

 

4.

TO APPROVE THE AVALON HOLDINGS CORPORATION 2019 LONG-TERM INCENTIVE PLAN

 

   

Votes For

  

Votes Against

  

Abstentions

  

Broker Non-votes
   

6,519,491

  

1,198,434

  

5,992

  

1,643,080

 

Pursuant to the foregoing votes, the Avalon Holdings Corporation 2019 Long-Term Incentive Plan was approved by the votes cast by shareholders.

 

2
 

 

SIGNATURE

 

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

 

Date: April 25, 2019

 

 

  Avalon Holdings Corporation  
       
       
  By: /s/ Bryan P. Saksa  
    Bryan P. Saksa  
    Chief Financial Officer