usak20180518_8k.htm

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 16, 2018

 

 

 

USA Truck, Inc.

(Exact name of registrant as specified in its charter) 

 

Delaware

1-35740

71-0556971

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)
     

3200 Industrial Park Road

Van Buren, Arkansas

 

72956

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (479) 471-2500

 

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 Instructions 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))

 

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 May 16, 2018, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). The following are the proposals voted upon at the Annual Meeting and the final results on the votes of such proposals. The proposals are described in detail in the Company’s proxy statement filed with the Securities and Exchange Commission on April 13, 2018.

 

Proposal 1. Election of Class II Directors. The Board of Directors nominated three nominees to stand for election at the 2018 Annual Meeting and each of the nominees was elected to serve a term expiring at the 2021 Annual Meeting by the following vote:

 

   

Votes

  

Votes

  

Broker

Nominee

  

For

  

Withheld

  

Non-Votes

James D. Reed

  

4,725,783

  

35,442

  

3,126,446

Thomas M. Glaser

  

4,719,729

  

41,496

  

3,126,446

Gary R. Enzor

  

4,725,463

  

35,762

  

3,126,446

 

Proposal 2. Advisory approval of the Company’s executive compensation. This proposal was approved by the following vote:

 

Votes For

  

Votes Against

  

Abstentions

  

Broker Non-Votes

4,655,194

  

104,480

  

1,551

  

3,126,446

 

Proposal 3. Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2018:

 

Votes For

  

Votes Against

  

Abstentions

  

Broker Non-Votes

7,866,430

  

20,040

  

1,201

  

--

 

 

 
 

 

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.

 

     

USA Truck, Inc.
     

(Registrant)
       

Date:

May 22, 2018

  

/s/ Jason R. Bates
     

Jason R. Bates
     

Executive Vice President and Chief Financial Officer