CECO CECO Environmental Corporation

 

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 5, 2023

CECO ENVIRONMENTAL CORP.

(Exact Name of registrant as specified in its charter)

Delaware		000-7099		13-2566064
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

14651 North Dallas Parkway Suite 500 Dallas, TX		75254
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (214) 357-6181

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	CECO	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. ☐

 

 

 

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5.07 Submission of Matters to a Vote of Security Holders.

On June 5, 2023, CECO Environmental Corp. (the "Company") held its 2023 annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders: (1) elected each of the seven director nominees listed below to serve as a director of the Company for a term that will continue until the next annual meeting of stockholders and until his or her successor is elected and duly qualified; (2) approved, on an advisory basis, the Company’s named executive officer compensation; and (3) ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for fiscal 2023. The voting results at the Annual Meeting with respect to each of the matters described above were as follows:

DIRECTOR NOMINEE		FOR				AGAINST				ABSTAIN				BROKER NON-VOTES
Jason DeZwirek			23,361,539				358,922				28,583				4,393,458
Todd Gleason			23,469,440				261,519				18,085				4,393,458
Robert E. Knowling, Jr.			23,614,935				115,851				18,258				4,393,458
Claudio A. Mannarino			22,106,554				1,621,065				21,425				4,393,458
Munish Nanda			23,542,091				188,051				18,902				4,393,458
Valerie Gentile Sachs			23,338,253				390,244				20,547				4,393,458
Richard F. Wallman			23,358,594				371,324				19,126				4,393,458

FOR				AGAINST				ABSTAIN				BROKER NON-VOTES
	23,365,770				306,260				77,014				4,393,458

FOR				AGAINST				ABSTAIN
	27,944,482				147,440				50,580

 

9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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.

 

 

Date: June 7, 2023				CECO Environmental Corp.
				By:		/s/ Paul M. Gohr
						Paul M. Gohr
						Chief Accounting Officer

 

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