UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
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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 3, 2020
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SMITH-MIDLAND
CORPORATION
(Exact Name of Registrant as
Specified in Charter)
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Delaware
(State or Other
Jurisdiction of Incorporation)
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1-13752
(Commission File
Number)
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54-1727060
(I.R.S. Employer
Identification Number)
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P.O. Box 300, 5119
Catlett Road
Midland, Virginia
22728
(Address of principal
executive offices)
(504)
439-3266
(Registrant’s
telephone number, including area code)
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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:
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Title of each
class
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Trading
Symbol
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Name of each
exchange on which registered
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Common Stock, $0.01
par value per share
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SMID
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OTCQX
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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).
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. ◻
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ITEM 5.07
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Submission of Matters to A
Vote of Security Holders
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The Company held its Annual Meeting
of Stockholders on June 3, 2020. There were two proposals presented
by the management of the Company, and all were approved. The vote
was as follows:
Proposal
No. 1.
Election of
Directors
The election of the
following individuals to serve as directors until the next annual
meeting or until their successors are duly elected and
qualified.
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For
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Withheld
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Non Votes
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Rodney I.
Smith
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1,288,938
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23,401
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2,610,782
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Ashley B.
Smith
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1,283,458
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21,881
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2,617,782
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Wesley A.
Taylor
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1,283,458
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21,881
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2,617,782
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James Russell
Bruner
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1,286,739
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18,600
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2,617,782
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Richard
Gerhardt
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1,283,739
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18,600
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2,620,782
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Proposal
No. 2.
Proposal to Ratify and Approve
the Selection of BDO USA, LLP as the Independent Auditors for the
Company for the Year Ending December 31, 2020
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For
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Against
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Abstain
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Non Votes
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3,834,539
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78,144
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10,438
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—
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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.
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Date: June 5,
2020
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SMITH-MIDLAND CORPORATION
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By: /s/ Adam J. Krick
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Adam J. Krick
Chief Financial Officer
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