8-K 1 form_8kfiled51319.htm FORM 8-K DATED MAY 13, 2019 Document

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) 
May 8, 2019
 
 TENNANT COMPANY
 (Exact name of registrant as specified in its charter)

Minnesota1-1619141-0572550
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
701 North Lilac Drive, P.O. Box 1452
Minneapolis, Minnesota
 
 
55440
(Address of principal executive offices) (Zip Code)

 Registrant’s telephone number, including area code
(763) 540-1200
 
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):
 
 o
 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  
 o
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  
 o
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  
 o
 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 (§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  o

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. o

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.375 per shareTNCNew York Stock Exchange




Item 5.07 Submission of Matters to a Vote of Security Holders.

Tennant Company (the "Company") held its 2019 Annual Shareholders Meeting on May 8, 2019 for purposes of electing three directors to a three-year term and one director to a one-year term, ratifying the appointment of KPMG LLP as the company's independent registered public accounting firm for 2019, and approving, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officers. Results of shareholder voting on these matters were as follows:

ForAgainstAbstainBroker Non-Vote
1. Messrs. Austen, Killingstad and Windley were all elected for a three-year term expiring in 2021 and Ms. Green was elected for a one-year term expiring in 2020:
William F. Austen16,400,620 119,726 35,470 793,624 
H. Chris Killingstad16,323,145 28,231 204,440 793,624 
David Windley16,318,933 208,163 28,720 793,624 
Maria C. Green16,468,574 58,695 28,547 793,624 
ForAgainstAbstainBroker Non-Vote
2. The appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2019 was ratified.17,168,389 166,445 14,606 — 
ForAgainstAbstainBroker Non-Vote
3. Advisory approval of executive compensation was received.16,243,400 289,108 23,308 793,624 

There were 18,154,166 shares of common stock entitled to vote at the meeting and a total of 17,349,440 shares were represented at the meeting.






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.
 
 
 Tennant Company 
    
Date:  May 13, 2019By:/s/ Mary E. Talbott 
  Mary E. Talbott 
  Senior Vice President, General Counsel and Secretary