Registrant’s
telephone number, including area code: (i516) i587-5000
Former name or former address, if changed since last report: N/A
————————————
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 $.01 per share
iHAIN
The NASDAQ®
Global Select Market
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 November 19, 2019, The Hain Celestial
Group, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders. The matters voted upon and the voting results are set forth below.
Proposal No. 1 – Election of Directors
The following nine director nominees were elected to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified, based upon the following vote:
For
Against
Abstain
Broker
Non-Votes
Richard
A. Beck
85,487,451
784,142
236,716
7,450,020
Celeste A. Clark, Ph.D.
85,674,775
757,725
75,809
7,450,020
Dean
Hollis
84,390,338
1,873,559
244,412
7,450,020
Shervin J. Korangy
85,719,707
543,017
245,585
7,450,020
Roger
Meltzer
74,998,871
11,251,637
257,801
7,450,020
Mark L. Schiller
85,799,253
458,553
250,503
7,450,020
Michael
B. Sims
85,638,717
626,285
243,307
7,450,020
Glenn W. Welling
84,834,590
1,577,846
95,873
7,450,020
Dawn
M. Zier
72,684,345
13,748,081
75,883
7,450,020
Proposal No. 2 – Advisory Vote to Approve Named Executive Officer Compensation
The proposal to approve, on an advisory basis, the compensation of the
Company’s named executive officers for the fiscal year ended June 30, 2019 was approved based upon the following vote:
For
Against
Abstain
Broker
Non-Votes
82,398,476
3,960,184
149,649
7,450,020
Proposal
No. 3 – Ratification of Appointment of Registered Independent Accountants
The proposal to ratify the appointment of Ernst & Young LLP as the Company’s registered independent accountants for the fiscal year ending June 30, 2020 was approved based upon the following vote:
For
Against
Abstain
Broker
Non-Votes
92,355,805
1,516,706
85,818
0
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.
