Current Report — Form 8-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
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Registrant’s telephone number, including area code
i(469)
i573-6755
(Former
name or former address, if changed since last report.) Not Applicable
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:
i☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐ 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
iCommon
Stock, par value $0.01 per share
iGRBK
iThe Nasdaq Stock Market LLC
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 i☐
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.
Green Brick Partners, Inc. (the “Company”) held its annual meeting of stockholders on June 23, 2020 (the “Annual Meeting”). At the Annual Meeting the stockholders voted on the following items:
Proposal 1—Election of Directors
The election of seven directors
to hold office until the 2021 annual meeting of stockholders and the due election and qualification of their respective successors, or such nominee’s earlier death, removal or resignation received the following vote:
Number of Votes
For
Withheld
Broker Non-Votes
Elizabeth K. Blake
39,604,164
1,796,733
2,913,514
Harry
Brandler
39,331,406
2,069,491
2,913,514
James R. Brickman
39,703,763
1,697,134
2,913,514
David Einhorn
39,317,992
2,082,905
2,913,514
John R. Farris
39,769,451
1,631,446
2,913,514
Kathleen
Olsen
39,771,021
1,629,876
2,913,514
Richard S. Press
39,918,139
1,482,758
2,913,514
Each of the seven director nominees received a plurality of the votes cast at the Annual Meeting and were elected as directors of the Company until the 2021 annual meeting of stockholders and the due election and qualification of their respective successors, or such nominee’s earlier death, removal or resignation.
Proposal
2—Ratification of Appointment of Independent Registered Public Accounting Firm
The ratification of RSM US LLP to serve as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2020 received the following vote:
Number of Votes
For
Against
Abstain
44,186,892
122,600
4,919
Proposal
2 was approved by the affirmative vote of holders of a majority of the shares of the Company’s common stock issued, present and voting at the Annual Meeting.
Proposal 3—Approval of Executive Compensation on Non-Binding Advisory Basis
The proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers received the following vote:
Number of
Votes
For
Against
Abstain
40,581,750
689,607
129,540
Proposal 3 was approved by the affirmative vote of holders of a majority of the shares of the Company’s common stock issued, present and voting at the Annual 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.
