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IIN IntriCon

 

 
 
 

 

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) April 28, 2020

 

INTRICON CORPORATION

(Exact name of registrant as specified in its charter)

 

Pennsylvania

 

1-5005

 

23-1069060

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

1260 Red Fox Road, Arden Hills, MN 55112

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number, including area code  (651) 636-9770

 

N/A

(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 (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

Name of each exchange on which registered

Common stock, par value $1.00 per share

IIN

Nasdaq Global 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 l2b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

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.
   
(a)       The annual meeting of shareholders of IntriCon Corporation (“IntriCon”) was held on April 28, 2020.
   
(b)       At the meeting, IntriCon’s shareholders: (i) re-elected each of Robert N. Masucci and Philip I. Smith as a director of IntriCon for a term of three years and until his successor is duly elected and qualified; (ii) approved, on an advisory basis, the Company’s executive compensation as disclosed in the Company’s proxy statement, referred to as “say-on-pay”; and (iii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditor for fiscal year 2020.
   

In addition to the reelected directors referenced in the preceding paragraph, the terms of the following directors continued after the meeting: Mark S. Gorder, Nicholas A. Giordano, Raymond O. Huggenberger and Heather D. Rider.

 

The tabulation of votes for each proposal is as follows:

    
 (1)    Election of Directors: 
    
Director Nominee: Robert N. Masucci 
Votes For 5,785,601 
Withheld Authority 197,437 
Broker Non-Votes 1,866,760 
    
Director Nominee: Philip I. Smith 
Votes For 5,822,556 
Withheld Authority 160,482 
Broker Non-Votes 1,866,760 
  
 (2)    Approval of Executive Compensation (“Say-on-Pay”):
    
Votes For 5,781,800 
Votes Against 161,990 
Votes Abstained 39,248 
Broker Non-Votes 1,866,760
  
 (3)    Ratification of Appointment of Deloitte & Touche LLP as Independent Auditor:
    
Votes For 7,792,538 
Votes Against 41,591 
Votes Abstained 15,669 
Broker Non-Votes ---
    

 

 
 

 

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.

 

 

INTRICON CORPORATION

 

 

 

 

 

 

By:

/s/ Annalee Lutgen

 

 

Name:

Annalee Lutgen

 

 

Title:

Director of Finance and Treasurer

 

Date:  April 28, 2020