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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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, 2022

 

Myers Industries, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

 

 

 

Ohio

 

001-8524

 

34-0778636

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

 

 

1293 South Main Street, Akron, Ohio 44301

(Address of Principal Executive Offices, and Zip Code)

(330) 253-5592

Registrant’s Telephone Number, Including Area Code

 

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

 

 

Pre-commencement communication 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, without par value

 

MYE

 

The 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 April 28, 2022, Myers Industries, Inc. (the “Company”) held its 2022 Annual Meeting of Shareholders (the “Annual Meeting”). As of the close of business on March 4, 2022, the record date for the Annual Meeting, 36,276,556 common shares were outstanding and entitled to vote. At the Annual Meeting, 33,577,908, or approximately 92.56%, of the outstanding common shares entitled to vote were represented in person or by proxy, including 1,758,894 broker non-votes. At the Annual Meeting, the shareholders of the Company voted as set forth below on the following proposals, each of which is described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 21, 2022 (the “Proxy Statement”).

Proposal No. 1. Election of Directors.

The Company’s shareholders elected, with the respective votes set forth opposite their names, the following persons to the Company’s Board of Directors to hold office until the 2023 annual meeting of shareholders or until their successors are duly elected and qualified:

 

Name

 

For

 

 

Against

 

 

Abstain

 

 

Broker
Non-Vote

 

Yvette Dapremont Bright

 

 

31,691,662

 

 

 

114,387

 

 

 

12,965

 

 

 

1,758,894

 

Sarah R. Coffin

 

 

31,070,534

 

 

 

588,504

 

 

 

159,976

 

 

 

1,758,894

 

Ronald M. De Feo

 

 

31,758,563

 

 

 

51,901

 

 

 

8,550

 

 

 

1,758,894

 

William A. Foley

 

 

31,097,409

 

 

 

712,281

 

 

 

9,324

 

 

 

1,758,894

 

Jeffrey Kramer

 

 

31,776,937

 

 

 

33,527

 

 

 

8,550

 

 

 

1,758,894

 

F. Jack Liebau, Jr.

 

 

31,678,002

 

 

 

132,396

 

 

 

8,616

 

 

 

1,758,894

 

Bruce M. Lisman

 

 

31,675,082

 

 

 

134,768

 

 

 

9,164

 

 

 

1,758,894

 

Lori Lutey

 

 

31,766,714

 

 

 

44,099

 

 

 

8,201

 

 

 

1,758,894

 

Michael McGaugh

 

 

31,770,733

 

 

 

39,824

 

 

 

8,457

 

 

 

1,758,894

 

 

Proposal No. 2. Advisory Vote to Approve Executive Compensation.

 

The Company’s shareholders, by adopting a non-binding advisory resolution, approved the 2021 compensation of the Company’s named executive officers, with over 98% of the total shares voted being cast “for” the proposal. Voting results on this proposal were as follows:

 

For

 

 

31,448,404

 

Against

 

 

193,835

 

Abstain

 

 

176,775

 

Broker Non-Vote

 

 

1,758,894

 

 

Proposal No. 3. Ratification of Appointment of Independent Registered Public Accounting Firm.

 

The Company’s shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2022. Voting results on this proposal were as follows:

 

For

 

 

33,338,060

 

Against

 

 

234,237

 

Abstain

 

 

5,611

 

Broker Non-Vote

 

 

 

 

 


 

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.

 

 

 

Myers Industries, Inc.

 

 

 

 

 

By:

 

/s/ Sonal P. Robinson

 

 

 

 

Sonal P. Robinson

 

 

 

 

Executive Vice President and Chief Financial Officer

 

 

Date: April 28, 2022

 

 


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