Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - GEOSPACE TECHNOLOGIES CORP | d874663dex991.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): February 12, 2015
GEOSPACE TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)
Commission File Number: 001-13601
| DE | 76-0447780 | |
| (State or other jurisdiction of incorporation) |
(IRS Employer Identification No.) |
7007 Pinemont Drive, Houston, TX 77040
(Address of principal executive offices, including zip code)
(713) 986-4444
(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 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 Annual Meeting of Stockholders (“Annual Meeting”) of Geospace Technologies Corporation (the “Company”) was held on February 12, 2015 in Houston, Texas. At the Annual Meeting, the stockholders voted on the following four proposals and cast their votes as follows:
Proposal 1:
Ms. Tina M. Langtry, Mr. Michael J. Sheen and Mr. Charles H. Still were elected as directors to serve three-year terms expiring in 2018. The voting details are as follows:
| For | Withheld Authority | Non Vote | ||||||||||
| Tina M. Langtry |
10,071,562 | 411,885 | 1,413,627 | |||||||||
| Michael J. Sheen |
9,694,472 | 788,975 | 1,413,627 | |||||||||
| Charles H. Still |
9,709,232 | 774,215 | 1,413,627 | |||||||||
Proposal 2:
Proposal 2 was a proposal to ratify the appointment by the audit committee of the board of directors of BDO USA, LLP, independent public accountants, as auditors for the year ending September 30, 2015. This proposal was approved and the voting details are as follows:
| For | Against | Abstain | ||||||||
| 11,603,118 | 274,125 | 19,831 | ||||||||
Proposal 3:
Proposal 3 was a proposal to hold an advisory vote on executive compensation, as described in the proxy materials. This proposal was approved and the voting details are as follows:
| For | Against | Abstain | Non Vote | |||||||||||
| 10,121,272 | 342,032 | 20,143 | 1,413,627 | |||||||||||
Proposal 4:
Proposal 4 was a proposal to vote on the approval of the reincorporation of the Company from the State of Delaware to the State of Texas. This proposal was approved and the voting details are as follows:
| For | Against | Abstain | Non Vote | |||||||||||
| 10,461,330 | 12,964 | 9,153 | 1,413,627 | |||||||||||
Item 8.01. Other Events
On February 12, 2015, Rick Wheeler, Chief Executive Officer of the Company made remarks to stockholders in attendance, which are attached as Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits
Exhibit 99.1 Remarks by Rick Wheeler, Chief Executive Officer of the Company
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.
| GEOSPACE TECHNOLOGIES CORPORATION | ||||||
| Date: February 13, 2015 | ||||||
| By: | /s/ Thomas T. McEntire | |||||
| Thomas T. McEntire | ||||||
| Vice President, Chief Financial Officer and Secretary | ||||||