0001474506-19-000019.txt : 20190201 0001474506-19-000019.hdr.sgml : 20190201 20190201120950 ACCESSION NUMBER: 0001474506-19-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190130 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190201 DATE AS OF CHANGE: 20190201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PATRIOT TRANSPORTATION HOLDING, INC. CENTRAL INDEX KEY: 0001616741 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING & COURIER SERVICES (NO AIR) [4210] IRS NUMBER: 472482414 STATE OF INCORPORATION: FL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36605 FILM NUMBER: 19558591 BUSINESS ADDRESS: STREET 1: 200 W. FORSYTH ST. STREET 2: 7TH FLOOR CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: (877) 704-1776 MAIL ADDRESS: STREET 1: 200 W. FORSYTH ST. STREET 2: 7TH FLOOR CITY: JACKSONVILLE STATE: FL ZIP: 32202 FORMER COMPANY: FORMER CONFORMED NAME: New Patriot Transportation Holding, Inc. DATE OF NAME CHANGE: 20140814 8-K 1 patiform8k507_20190201.txt FORM 8-K 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): January 30, 2019 PATRIOT TRANSPORTATION HOLDING, INC. (Exact name of registrant as specified in its charter) FLORIDA 001-36605 47-2482414 ---------------- ----------- ------------------- (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation 200 W. Forsyth Street, 7th Floor Jacksonville, Florida 32202 --------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (904) 858-9100 --------------------------------------------------------------------------- (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)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (s. 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (s. 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. [_] CURRENT REPORT ON FORM 8-K PATRIOT TRANSPORTATION HOLDING, INC. January 30, 2019 ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS On January 30, 2019, the Company held its 2019 Annual Meeting of Shareholders (the "Annual Meeting"). There were 3,328,466 shares entitled to be voted. 2,927,283 shares were represented in person or by proxy at the meeting. At the Annual Meeting: (1) The shareholders voted to elect each of the five (5) director nominees. (2) The shareholders voted to ratify the Audit Comittee's selection of Hancock Askew & Co., LLP as the independent registered public accounting firm for fiscal 2019. (3) The shareholders approved, on an advisory basis, of the compensation of the Company's named executive officers as disclosed in the proxy statement. (4) The shareholders approved the First Amendment to the Company's 2014 Equity Incentive Plan ("First Amendment") as disclosed in the proxy statement. The Company's inspector of elections certified the following vote tabulations: Board of Votes Votes Broker Directors Nominee For Withheld Non-Votes -------------------- --------- --------- --------- John E. Anderson 2,342,441 55,482 529,360 Edward L. Baker 2,339,528 58,395 529,360 Thompson S. Baker II 2,342,150 57,773 529,360 Luke E. Fichthorn III 2,342,181 55,742 529,360 Charles D. Hyman 2,337,490 60,433 529,360 Ratification of Votes Votes Votes Broker Independent Auditor For Against Abstain Non-Votes -------------------- --------- --------- --------- --------- 2,919,333 5,236 2,714 0 Advisory Vote on Votes Votes Votes Broker Executive Compensation For Against Abstain Non-Votes -------------------- --------- --------- --------- --------- 2,344,619 35,531 17,773 529,360 Ratification of Votes Votes Votes Broker First Amendment For Against Abstain Non-Votes -------------------- --------- --------- --------- --------- 1,698,463 697,435 2,025 529,360 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. PATRIOT TRANSPORTATION HOLDING, INC. Date: February 1, 2019 By: /s/ Matt McNulty ------------------------------------------- Matt McNulty Chief Financial Officer