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.
Tennant Company (the “Company”) held its 2023 Annual Meeting of Shareholders on April 25, 2023 (the “2023 Annual Meeting”) for purposes of electing four directors, ratifying the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023, providing advisory approval on executive compensation, and providing advisory approval on the frequency of future advisory executive compensation approvals. Results of shareholder voting on these matters were as follows:
| For | Against | Abstain | Broker Non-Vote | |||||||||||||
| 1. Each of the following three Class I directors was elected for a three-year term expiring in 2026, and one Class III director was elected for a two-year term expiring 2025: | ||||||||||||||||
| Carol S. Eicher | 15,886,630 | 689,036 | 23,317 | 534,086 | ||||||||||||
| Maria C. Green | 16,345,391 | 230,186 | 23,406 | 534,086 | ||||||||||||
| Donal L. Mulligan | 16,169,597 | 401,548 | 27,838 | 534,086 | ||||||||||||
| Andrew P. Hider | 16,543,641 | 31,852 | 23,490 | 534,086 | ||||||||||||
| For | Against | Abstain | Broker Non-Vote | |||||||||||||
| 2. The appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023 was ratified. | 17,090,751 | 17,747 | 24,571 | 0 | ||||||||||||
| For | Against | Abstain | Broker Non-Vote | |||||||||||||
| 3. Advisory approval of executive compensation was received. | 16,080,347 | 448,323 | 70,313 | 534,086 | ||||||||||||
| 1 Year | 2 Years | 3 Years | Abstain | |||||||||||||
| 4. Advisory approval of 1 Year as the frequency of future advisory executive compensation approvals was received. | 15,933,500 | 32,043 | 629,591 | 3,849 | ||||||||||||
The Board has considered the shareholder vote regarding the frequency for future advisory votes on executive compensation and determined that it will hold an advisory vote on its executive compensation every year until the next vote on frequency, which will be no later than the Company’s Annual Meeting of Shareholders in 2029.
There were 18,551,596 shares of common stock entitled to vote at the 2023 Annual Meeting and a total of 17,133,069 (92.35%) shares were represented at the meeting.
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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 2, 2023 | By: | /s/ Kristin A. Erickson |
| Kristin A. Erickson | ||
| Senior Vice President, General Counsel and Corporate Secretary | ||
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