UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 28, 2024, Consolidated Water Co. Ltd. (the “Company”) held its 2024 Annual General Meeting of Shareholders (the “Annual Meeting”). In connection with the Annual Meeting, the Company filed a proxy statement (the “Proxy Statement”) on April 18, 2024 with the United States Securities and Exchange Commission.
At the Annual Meeting, the shareholders of the Company voted on the following proposals and cast their votes as described below. The Annual Meeting was partially adjourned to June 24, 2024 solely with respect to the voting on Proposal 1. The Annual Meeting will resume solely with respect to Proposal 1 at 10:00 a.m. Eastern Daylight time (9:00 a.m. Cayman Islands time) on June 24, 2024 and will be held at the offices of Aquilex, Inc. (a wholly-owned subsidiary of the Company), 5810 Coral Ridge Drive, Suite 220, Coral Springs, FL 33076.
Proposal 1: Election of Directors
Proposal 1 is a proposal to vote on the election of the eight director nominees identified in the Proxy Statement. The Chair of the Annual Meeting, with the approval of a majority of the shares present in person or represented by proxy at the Annual Meeting, adjourned the Annual Meeting solely with respect to Proposal 1 to provide shareholders additional time to vote on such proposal.
Proposal 2: Non-Binding Advisory Vote on Executive Compensation
The proposal to approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement was approved, and the votes were as follows:
For |
| Against |
| Abstain |
7,665,968 |
| 1,008,829 |
| 111,629 |
There were 3,825,370 broker non-votes on this proposal.
Proposal 3: Ratification of the Appointment of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of Marcum LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2024, at the remuneration to be determined by the Audit Committee of the Company’s Board of Directors, was approved by votes as follows:
For |
| Against |
| Abstain |
12,458,946 |
| 121,204 |
| 31,646 |
There were no broker non-votes on this proposal.
Item 7.01. Regulation FD Disclosure
On May 31, 2024, the Company issued a press release announcing the convening and partial adjournment of the Annual Meeting and the information for the reconvened Annual Meeting, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information furnished in this Item 7.01 shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and shall not be deemed incorporated by reference in any filing with the Securities and Exchange Commission, whether or not filed under the Securities Act of 1933, as amended, or the 1934 Act, regardless of any general incorporation language in such document.
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Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No. | Description | |
99.1 | ||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
CONSOLIDATED WATER CO. LTD. | ||
By: | /s/ David W. Sasnett | |
Name: | David W. Sasnett | |
Title: | Executive Vice President & Chief Financial Officer | |
Date: May 31, 2024 | ||
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