UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 15, 2020
 
 
HIREQUEST, INC.
(Exact name of registrant as specified in its Charter)
 
 
 
 
 
 
Delaware
 
000-53088
 
91-2079472
(State or Other Jurisdiction of
Incorporation or Organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
111 Springhall Drive, Goose Creek, SC
 
29445
(Address of Principal Executive Offices)
 
(Zip Code)
 
(843) 723-7400
(Registrant’s telephone number, including area code)
 
________________________________________________ 
(Former name, former address and former fiscal year, 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, $0.001 par value
HQI
The NASDAQ Stock Market LLC
 
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 June 15, 2020, HireQuest, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted to: (i) elect each of the seven nominees for director to serve until the 2021 Annual Meeting of Stockholders or until their successors are duly elected and qualified, (ii) approve and adopt the HireQuest, Inc. 2019 Equity Incentive Plan, (iii) ratify the selection of Plante & Moran, PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2020, and (iv) approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers. The number of shares of common stock outstanding and eligible to vote as of April 24, 2020, the record date for the Annual Meeting, was 13,544,853. Of these shares, the holders 12,199,667 shares were either present or represented by proxy at the Annual Meeting.
 
The final voting results were as follows:
 
Proposal #1
Election of Directors
Director Nominee
 
For
 
 
Withheld
 
 
Broker Non-Votes
 
Richard F. Hermanns
  10,441,843 
  525 
  1,757,299 
R. Rimmy Malhotra
  10,335,001 
  107,367 
  1,757,299 
Edward Jackson
  10,397,855 
  44,513 
  1,757,299 
Payne Brown
  10,441,843 
  525 
  1,757,299 
Kathleen Shanahan
  10,441,843 
  525 
  1,757,299 
Lawrence F. Hagenbuch
  10,418,926 
  23,442 
  1,757,299 
Jack A. Olmstead
  10,418,926 
  23,442 
  1,757,299 
 
Proposal #2
 
For
 
 
Against
 
 
Abstain
 
 
Broker Non-Votes
 
The adoption and approval of the HireQuest, Inc. 2019 Equity Incentive Plan
  10,365,660 
  48,257 
  28,451 
  1,757,299 
 
Proposal #3
 
For
 
 
Against
 
 
Abstain
 
The ratification of the selection of Plante & Moran, PLLC as the Company's independent registered public accounting firm for the year ending December 31, 2020
  11,986,882 
  82,573 
  130,212 
 
Proposal #4
 
For
 
 
Against
 
 
Abstain
 
 
Broker Non-Votes
 
Non-binding advisory vote on the compensation paid to the Company's named executive officers
  10,321,921 
  26,725 
  93,722 
  1,757,299 
 
 
 
 
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.
 
 
 
 
 
 
 
 
          HIREQUEST, INC.
 
 
          (Registrant)
 
 
 
 
 
 
 
 
 
 
 
Date: June 16, 2020
 
 
 
/s/ John McAnnar
 
 
 
 
John McAnnar
 
 
 
 
Executive Vice President, Chief Legal Officer, and Secretary