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EX-99.1 - EXHIBIT 99.1 - TANDY LEATHER FACTORY INCex99_1.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:)
June 2, 2020


Tandy Leather Factory, Inc.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation

1-12368
 
75-2543540
(Commission File Number)
 
(IRS Employer Identification Number)

1900 Southeast Loop 820, Fort Worth, Texas
 
76140
(Address of Principal Executive Offices)
 
(Zip Code)

(817) 872-3200
(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 (see General Instruction 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))

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 $0.0024
TLF
The Nasdaq Global Market
 
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 2.02
Results of Operations and Financial Condition

On June 2, 2020, in connection with the Company’s annual meeting of stockholders, the Company held a publicly-announced webcast to discuss selected operating results for fiscal year 2019 and 2020 to date, the impact on the Company of the COVID-19 crisis and plans for the future of the Company’s business following this crisis.  The written Management Presentation from that webcast is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.   The information furnished pursuant to this Item 2.02, including Exhibit 99.1 furnished herewith, contains “forward- looking statements” within the meaning of the safe harbor provisions of the federal securities laws.  It should be read in conjunction with the introductory note on forward-looking statements contained in the management presentation, the risk factors included in the Company’s periodic reports filed with the Securities and Exchange Commission and the other public announcements that the Company may make, by press release or otherwise, from time to time.

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

The Company’s annual meeting of stockholders was held on June 2, 2020.  The four proposals considered at the annual meeting were voted on as follows:

Proposal 1:  The election of seven directors for the ensuing year.  The number of votes cast for and withheld for each nominee for director is set forth below.

NOMINEE:
FOR:
WITHHELD:
Vicki Cantrell
5,331,983
218,778
Janet Carr
5,543,695
7,066
Jefferson Gramm
5,513,395
37,366
Sharon M. Leite
5,520,461
30,300
James Pappas
5,550,761
0
Sejal Patel
5,549,595
1,166
William M. Warren
4,642,993
907,768

Proposal 2:  Ratification of the extension of the Tandy Leather Factory, Inc. 2013 Restricted Stock Plan and reservation of additional shares for issuance under the plan.  The number of votes cast for and against this proposal, as well as the number of abstentions with respect to this proposal, are set forth below:

FOR
AGAINST
ABSTAIN
5,517,513
33,248
0


Proposal 3:  Ratification of the appointment of the Company’s independent accounting firm for 2020.  The number of votes cast for and against this proposal, as well as the number of abstentions with respect to this proposal, are set forth below:

FOR
AGAINST
ABSTAIN
5,544,861
5,900
0

Proposal 4:  Advisory vote regarding executive compensation.  The number of votes cast for and against this proposal, as well as the number of abstentions with respect to this proposal, are set forth below:

FOR
AGAINST
ABSTAIN
5,520,461
30,300
0

Item 9.01
Financial Statements and Exhibits.

(d) Exhibits

No.
Exhibit
Management Presentation dated June 2, 2020


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.

 
TANDY LEATHER FACTORY, INC.
   
Date:  June 3, 2020
By: 
/s/ Janet Carr
 

Janet Carr, Chief Executive Officer