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HUBG Hub

Filed: 25 May 21, 4:03pm

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): May 24, 2021

_______________

 

Hub Group, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware 0-27754 36-4007085
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

 

 

2000 Clearwater Drive

Oak Brook, Illinois 60523

(Address of Principal Executive Offices) (Zip Code)

 

Registrant's telephone number, including area code: (630) 271-3600

 

_______________

 

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 240.13 e-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
Class A Common StockHUBGNASDAQ

 

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 2021 Annual Meeting of Stockholders of Hub Group, Inc. (the “Company”) was held on May 24, 2021. The final voting results of the 2021 Annual Meeting are set forth below. Each of these proposals is more fully described in the Company’s proxy statement filed with the Securities and Exchange Commission on April 12, 2021 (the “Proxy Statement”).

 

Proposal One- Election of Directors

 

Each of the eight nominees for director was elected to serve as a director of the Company, each to hold office until the Annual Meeting of the Company’s Stockholders to be held in 2021 or until his or her successor is duly elected and qualified. Votes were cast as follows:

 

NameVotes ForVotes WithheldBroker Non-Votes
David P. Yeager83,062,1901,084,4541,045,320
Mary H. Boosalis83,261,125885,5191,045,320
James C. Kenny83,168,052978,5921,045,320
Peter B. McNitt83,257,381889,2631,045,320
Charles R. Reaves81,627,0722,519,5721,045,320
Martin P. Slark80,261,3703,885,2741,045,320
Jonathan P. Ward83,257,381889,2631,045,320
Jenell R. Ross83,378,472768,1721,045,320

 

Proposal Two- Advisory Vote on Executive Compensation

 

The compensation of the Company’s named executive officers as described in the Proxy Statement was approved on an advisory (non-binding) basis. Votes cast were as follows:

 

Votes ForVotes AgainstAbstentionsBroker Non-Votes
83,324,924766,79954,9211,045,320

 

Proposal Three-Ratification of the Selection of Independent Registered Public Accounting Firm

 

The selection of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021, was ratified. Votes cast were as follows:

 

Votes ForVotes AgainstAbstentionsBroker Non-Votes
84,870,770300,17821,0160
    

 

 

 

SIGNATURE

 

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.

 

 

 HUB GROUP, INC.
  
  
Date: May 25, 2021By:/s/ Geoffrey F. DeMartino
  Geoffrey F. DeMartino
  Executive Vice President, Chief Financial Officer and Treasurer