Current Report — Form 8-K Filing Table of Contents
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Registrant's telephone number, including area code: (i972) i942-6500
Not
Applicable
(Former name or former address, if changed since last report)
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 ($0.01 par value)
iACA
iNew
York Stock Exchange
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
On May 4, 2021,
the Company held its 2021 Annual Meeting of Shareholders at which the Company’s shareholders voted on the following three proposals, and cast their votes as described below.
Proposal 1 – Election of Directors
The shareholders elected the following Class II and Class III Directors to serve a term expiring at the 2022 annual meeting of shareholders:
Class II Directors
Nominee
For
Against
Abstentions
Broker
Non-Votes
Joseph Alvarado
37,432,478
3,033,757
22,066
3,021,816
Jeffrey A. Craig
40,362,653
101,575
24,073
3,021,816
John W. Lindsay
40,308,000
156,901
23,400
3,021,816
Class
III Directors
Nominee
For
Against
Abstentions
Broker Non-Votes
Rhys J. Best
26,914,898
13,549,785
23,618
3,021,816
David
W. Biegler
40,209,225
254,191
24,885
3,021,816
Antonio Carrillo
40,359,999
103,516
24,786
3,021,816
Proposal 2 – Advisory Vote to Approve Named Executive Officer Compensation
The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy
statement dated March 23, 2021, including the Compensation Discussion and Analysis, the compensation tables, and the narrative discussion related thereto, by the following vote:
For
Against
Abstentions
Broker Non-Votes
39,618,808
806,876
62,617
3,021,816
Proposal
3 – Ratification of Appointment of Independent Registered Public Accounting Firm for the Year Ending December 31, 2021
The shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021, by the following vote:
For
Against
Abstentions
43,385,951
71,864
52,302
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.