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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 19, 2020 (June 18, 2020)

 
 

AARON’S, INC.
(Exact name of Registrant as Specified in Charter)

Georgia
 
1-13941
 
58-0687630
(State or other Jurisdiction of Incorporation)
 
(Commission File
Number)
 
(IRS Employer
Identification No.)

400 Galleria Parkway SE
Suite 300
Atlanta
Georgia
 
30339-3182
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (678) 402-3000
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 (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, $0.50 Par Value
AAN 
New 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
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 June 18, 2020, Aaron's Inc. (the "Company") held its 2020 annual meeting of shareholders (the “Annual Meeting”) in Atlanta, Georgia. As of May 4, 2020, the record date for the Annual Meeting, there were 67,571,588 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. A total of 63,791,811 shares of the Company’s common stock were represented at the Annual Meeting in person or by proxy, which was 94% of the aggregate number of shares of common stock entitled to vote at the Annual Meeting. At the Annual Meeting, the Company’s shareholders took the actions listed below and elected each of the director nominees to serve as directors until the expiration of such director’s term at the Company’s 2021 annual meeting of shareholders and until such director’s successor is duly elected and qualified, or until such director’s earlier resignation, removal from office or death, having cast the following votes:

Proposal 1 – Election of directors
 
For
 
Against
 
Abstain
 
Non-Votes
Kelly H. Barrett
60,084,668

 
45,407

 
63,011

 
3,598,725

Kathy T. Betty
59,600,824

 
529,865

 
62,397

 
3,598,725

Douglas C. Curling
59,472,407

 
657,195

 
63,484

 
3,598,725

Cynthia N. Day
55,014,443

 
5,115,950

 
62,693

 
3,598,725

Curtis L. Doman
59,388,150

 
742,349

 
62,587

 
3,598,725

Walter G. Ehmer
60,081,142

 
46,541

 
65,403

 
3,598,725

Hubert L. Harris, Jr.
59,921,679

 
206,306

 
65,101

 
3,598,725

John W. Robinson III
60,081,322

 
48,251

 
63,513

 
3,598,725

Ray M. Robinson
51,440,581

 
8,674,201

 
78,304

 
3,598,725


Proposal 2 – Approval of a non-binding resolution to approve the Company’s executive compensation
For
 
Against
 
Abstain
 
Non-Votes
58,584,257
 
1,416,641
 
192,188
 
3,598,725

Proposal 3 – Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2020
For
 
Against
 
Abstain
 
Non-Votes
60,605,599
 
3,130,775
 
55,437
 

Proposal 4 – Approval of effecting a holding company formation and, in connection therewith, approving an Agreement and Plan of Merger, by and among Aaron's Inc., Aaron's Holdings Company, Inc. and Aaron's Merger Sub, Inc.
For
 
Against
 
Abstain
 
Non-Votes
60,124,270
 
33,542
 
35,274
 
3,598,725






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.


 
 
 
AARON’S, INC.
 
 
By:
/s/ Steven A. Michaels
 
Date: June 19, 2020
 
Steven A. Michaels
Chief Financial Officer,
President of Strategic Operations




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