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RCII Rent a Center Inc De

Filed: 3 Jun 20, 5:29pm


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):
June 2, 2020
___________________________________________________
RENT-A-CENTER, INC.
(Exact name of registrant as specified in charter)
 ___________________________________________________
Delaware 001-38047 45-0491516
(State or other jurisdiction of
incorporation or organization)
 (Commission
File Number)
 (IRS Employer
Identification No.)
5501 Headquarters Drive
Plano, Texas 75024
(Address of principal executive offices and zip code)
(972) 801-1100
(Registrant’s telephone number, including area code)
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:
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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $.01 Par ValueRCIIThe Nasdaq Stock 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
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.
The 2020 Annual Meeting of Stockholders of Rent-A-Center, Inc. (the “Company”) was held on June 2, 2020. At the meeting, the Company’s stockholders voted on four matters: (1) the re-election of three Class II directors nominated by the Company’s board of directors, (2) the ratification of the Audit & Risk Committee’s selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020, (3) the advisory vote on the compensation of the named executive officers of the Company for the year ended December 31, 2019, as set forth in the Company’s proxy statement filed with the Securities and Exchange Commission on April 23, 2020, and (4) the advisory vote on the frequency of future advisory votes on executive compensation. The final voting results for each proposal are set forth below.
Proposal One: Having received more than a majority of votes cast at the meeting, each of the individuals named below was elected to a three-year term as a Class II director:
NomineeVotes ForVotes AgainstAbstentionsBroker Non-Votes
Jeffrey J. Brown45,048,6271,386,1832,5855,256,936
Mitchell E. Fadel46,244,728189,0913,5765,256,936
Christopher B. Hetrick45,202,1531,216,95018,2925,256,936
The terms of office of the following directors of the Company continued after the 2020 Annual Meeting of Stockholders:
Michael J. Gade
Glenn P. Marino
Carol A. McFate
Harold Lewis

Proposal Two: The selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020 was ratified with voting on the proposal as follows:
Votes ForVotes AgainstAbstentions
50,521,32090,9561,082,055
Proposal Three: The compensation of the named executive officers of the Company for the year ended December 31, 2019 was approved, on an advisory basis, as follows:
Votes ForVotes AgainstAbstentionsBorker Non-Votes
44,943,3221,441,05253,0215,256,936
Proposal Four: The frequency of future advisory votes on executive compensation voted for by stockholders, on an advisory basis, was every one year, as follows:
1 Year2 Years3 YearsAbstentionsBroker Non-Votes
45,226,95514,4201,152,13143,8895,256,936




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.
 
  
RENT-A-CENTER, INC.
Date:June 3, 2020By:/s/ Byran Pechersky
Bryan Pechersky
Executive Vice President, General Counsel and Secretary