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

May 25, 2022

Date of Report (Date of Earliest Event Reported)

___________________________________________________

Harte Hanks, Inc.
(Exact Name of Registrant as Specified in its Charter)

___________________________________________________

Delaware	1-7120	74-1677284
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)
2 Executive Drive Chelmsford, MA 01824 (512) 434-1100
(Address of principal executive offices and Registrant’s telephone number, including area code)

___________________________________________________

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	HHS	NASDAQ

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.

Harte Hanks, Inc. (the “Company”) held the Company’s 2022 Annual Meeting of Stockholders (the “Annual Meeting”) on May 23, 2022, at which stockholders voted on the items below as indicated.

I. Election of five (5)* Board nominees, each to serve until our 2023 annual meeting of stockholders or until their successors are duly elected and qualified:

Nominees	For	Withhold	Broker Non-Votes
Brian Linscott	4,519,047	45,529	571,281
Genni Combes	4,406,521	158,055	571,281
David L. Copeland	4,404,928	159,648	571,281
John H. Griffin, Jr.	4,354,671	209,905	571,281
Bradley Radoff	4,516,241	48,335	571,281

II. To consider and vote upon the approval (on a non-binding advisory basis) of the compensation of our named executive officers:

Number of Shares Voted
For	Against	Abstain	Broker Non-Votes
4,360,948	47,294	156,334	571,281

III. To consider and vote upon the ratification of the selection of Baker Tilly US, LLP as Harte Hanks’ independent registered public accounting firm for the fiscal year ended December 31, 2022:

Number of Shares Voted
For	Against	Abstain	Broker Non-Votes
5,134,949	858	50	0

SIGNATURE

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.

	HARTE HANKS, INC.
Date: May 25, 2022	By:	/s/ Laurilee Kearnes
		Name: Laurilee Kearnes Title: Chief Financial Officer

XML

Document And Entity Information	May 25, 2022
Document Information [Line Items]
Entity, Registrant Name	Harte Hanks, Inc.
Document, Type	8-K
Document, Period End Date	May 25, 2022
Entity, Incorporation, State or Country Code	DE
Entity, File Number	1-7120
Entity, Tax Identification Number	74-1677284
Entity, Address, Address Line One	2 Executive Drive
Entity, Address, City or Town	Chelmsford
Entity, Address, State or Province	MA
Entity, Address, Postal Zip Code	01824
City Area Code	512
Local Phone Number	434-1100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	HHS
Security Exchange Name	NASDAQ
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000045919