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 14, 2019

 

ECHO GLOBAL LOGISTICS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction
of incorporation)

 

001-34470
(Commission
File Number)

 

20-5001120
(I.R.S. Employer
Identification No.)

 

600 West Chicago Avenue
Suite 725
Chicago, Illinois
(Address of principal executive offices)

 

60654
(Zip Code)

 

(800) 354-7993

(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:

 

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

 

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

 

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

 

o    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(s)

 

Name of Each Exchange on Which
Registered

Common stock, par value $0.0001

 

ECHO

 

The NASDAQ Stock Market LLC

 

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 o

 

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. o

 

 

 


 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

Echo Global Logistics, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on June 14, 2019.  The matters that were voted on at the Annual Meeting and the final voting results as to each such matter are set forth below.

 

Proposal No. 1: Election of Directors

 

The following nominees were elected to the Board for a one-year term expiring at the Company’s 2020 Annual Meeting, as follows:

 

 

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER
NON-VOTES

 

Samuel K. Skinner

 

23,564,538

 

250,558

 

16,263

 

1,883,465

 

Douglas R. Waggoner

 

23,693,642

 

134,467

 

3,250

 

1,883,465

 

Matthew Ferguson

 

23,747,340

 

80,759

 

3,260

 

1,883,465

 

David C. Habiger

 

17,371,935

 

6,456,164

 

3,260

 

1,883,465

 

Nelda J. Connors

 

23,289,523

 

538,576

 

3,260

 

1,883,465

 

William M. Farrow III

 

23,765,945

 

62,154

 

3,260

 

1,883,465

 

Virginia L. Henkels

 

23,765,849

 

62,250

 

3,260

 

1,883,465

 

 

Proposal No. 2: Ratification of Appointment of Ernst & Young LLP to Serve as Independent Registered Public Accounting Firm for the Company for the Fiscal Year Ending December 31, 2019

 

The ratification of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019 was approved as follows:

 

FOR

 

AGAINST

 

ABSTAIN

 

25,382,396

 

331,226

 

1,202

 

 

Proposal No. 3: Approval, on an Advisory, Non-binding Basis, the Compensation of the Company’s Named Executive Officers

 

The Company’s executive compensation was approved on an advisory, non-binding basis, as follows:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER
NON-VOTES

 

23,383,522

 

436,372

 

11,465

 

1,883,465

 

 

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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.

 

 

 

ECHO GLOBAL LOGISTICS, INC.

 

 

 

 

 

 

 

 

Dated: June 17, 2019

 

By:

/s/ Kyle Sauers

 

 

Name:

Kyle Sauers

 

 

Title:

Chief Financial Officer

 

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