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): August 3, 2011

 

 

ARCTIC CAT INC.

(Exact name of Registrant as Specified in its Charter)

 

 

Minnesota

(State or Other Jurisdiction

of Incorporation)

 

0-18607   41-1443470

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

505 Hwy 169 North Suite 1000  
Plymouth, Minnesota   55441
(Address of Principal Executive Offices)   (Zip Code)

(763) 354-1800

(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:

 

¨ 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))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2011 Annual Meeting of Shareholders of Arctic Cat Inc. (the “Company”) was held on August 3, 2011. The votes cast with respect to each item of business properly presented at the meeting are as follows:

Proposal No. 1—The shareholders elected each of the nominees to the Board of Directors for a three-year term.

 

      For      Withheld      Broker
Non-Vote
 

Kenneth J. Roering

     9,982,434         411,555         969,941   

Tony J. Christianson

     9,021,872         1,372,117         969,941   

D. Christian Koch

     10,032,555         361,434         969,941   

Proposal No. 2—The shareholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2012.

 

For

     17,155,265   

Against

     306,877   

Abstain

     3,788   

Broker Non-Vote

     N/A   

Proposal No. 3—The shareholders adopted the non-binding resolution approving the compensation of the Company’s Named Executive Officers as described in the Company’s 2011 Proxy Statement.

 

For

     16,130,617   

Against

     259,956   

Abstain

     105,416   

Broker Non-Vote

     969,941   

Proposal No. 4—The shareholders cast non-binding votes to determine the frequency (whether annual, biennial or triennial) with which the shareholders shall be entitled to have a future advisory vote on the executive compensation of the Company. A plurality of shareholders favored a triennial advisory vote on the Company’s executive compensation. Based on the Board of Directors’ recommendation in the Proxy Statement and the voting results, the Company has determined to hold an advisory vote on executive compensation every three years.

 

1 Year

     7,740,707   

2 Years

     192,361   

3 Years

     8,499,717   

Abstain

     63,204   

Broker Non-Vote

     969,941   


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.

 

ARCTIC CAT INC.
By  

/s/ TIMOTHY C. DELMORE

  Timothy C. Delmore,
  Chief Financial Officer

Dated: August 8, 2011