Document
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
May 30, 2017
Date of Report (date of earliest event reported)
THE BUCKLE, INC.
(Exact name of Registrant as specified in its charter)
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Nebraska | 001-12951 | 47-0366193 |
(State or other jurisdiction of | (Commission | (I.R.S. Employer |
incorporation or organization) | File Number) | Identification No.) |
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2407 West 24th Street, Kearney, Nebraska | 68845-4915 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (308) 236-8491
___________________________________________________________
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
TABLE OF CONTENTS
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ITEM 5.07. | Submission of Matters to a Vote of Security Holders |
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ITEM 8.01. | Other Events |
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ITEM 9.01(d). | Exhibits |
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SIGNATURES |
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EXHIBIT INDEX |
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EXHIBIT 99.1 |
ITEM 5.07. Submission of Matters to a Vote of Security Holders
The Buckle, Inc. held its Annual Meeting of Shareholders on May 30, 2017. The table below shows the final results of the voting at the Annual Meeting:
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| | For | | Against | | Withheld | | Broker Non-Votes | | |
Proposal 1 - Election of Board of Directors: | | | | | | | | | | |
Daniel J. Hirschfeld | | 41,136,817 |
| | — |
| | 699,076 |
| | 4,312,912 |
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Dennis H. Nelson | | 41,757,565 |
| | — |
| | 78,328 |
| | 4,312,912 |
| | |
Karen B. Rhoads | | 38,922,863 |
| | — |
| | 2,913,030 |
| | 4,312,912 |
| | |
Robert E. Campbell | | 40,862,236 |
| | — |
| | 973,657 |
| | 4,312,912 |
| | |
Bill L. Fairfield | | 40,878,203 |
| | — |
| | 957,690 |
| | 4,312,912 |
| | |
Bruce L. Hoberman | | 39,604,507 |
| | — |
| | 2,231,386 |
| | 4,312,912 |
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Michael E. Huss | | 41,486,797 |
| | — |
| | 349,096 |
| | 4,312,912 |
| | |
John P. Peetz, III | | 41,482,346 |
| | — |
| | 353,547 |
| | 4,312,912 |
| | |
James E. Shada | | 40,866,969 |
| | — |
| | 968,924 |
| | 4,312,912 |
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| | | | | | | | | | |
| | For | | Against | | Abstain | | Broker Non-Votes | | |
| | |
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Proposal 2 - Ratify the selection of Deloitte & Touche LLP as independent registered public accounting firm: | | 45,873,198 |
| | 237,352 |
| | 38,255 |
| | — |
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Proposal 3 - Approve the Company's 2017 Management Incentive Plan: | | 41,387,208 |
| | 398,748 |
| | 49,937 |
| | 4,312,912 |
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Proposal 4 - Advisory vote on overall executive compensation: | | 41,241,746 |
| | 533,532 |
| | 60,615 |
| | 4,312,912 |
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| | | | | | | | | | |
| | 3 Years | | 2 Years | | 1 Year | | Abstain | | Broker Non-Votes |
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Proposal 5 - Advisory vote on the frequency of future advisory votes on overall executive compensation: | | 24,490,943 |
| | 45,290 |
| | 17,262,964 |
| | 36,696 |
| | 4,312,912 |
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| | For | | Against | | Abstain | | Broker
Non-Votes | | |
| | | | | | | | | | |
Proposal 6 - Approve the limitations on the liability of Directors: | | 41,511,887 |
| | 257,881 |
| | 66,125 |
| | 4,312,912 |
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Proposal 7 - Approve the provisions for indemnification of Directors: | | 41,534,713 |
| | 234,899 |
| | 66,281 |
| | 4,312,912 |
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Proposal 8 - Approve the voting threshold required for stockholders to call a special meeting: | | 35,559,273 |
| | 6,214,034 |
| | 62,586 |
| | 4,312,912 |
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With respect to Proposal 5, the Company has decided it will hold future advisory votes on overall compensation of its Named Executive Officers every 3 years.
ITEM 8.01. Other Events
The following information is furnished pursuant to Item 8.01 “Other Events.” On May 31, 2017, The Buckle, Inc. issued a press release announcing a quarterly dividend of $0.25 per share to be paid on July 26, 2017, for shareholders of record at the close of business on July 14, 2017.
The full text of the press release is furnished as Exhibit 99.1 to this report.
ITEM 9.01(d). Exhibits
Exhibit 99.1 Press Release Dated May 31, 2017
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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| The Buckle, Inc. | |
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Date: June 1, 2017 | By: | /s/ KAREN B. RHOADS | |
| | Name: Karen B. Rhoads | |
| | Title: Senior Vice President of Finance | |
| | and Chief Financial Officer | |
EXHIBIT INDEX
Exhibit 99.1 Press Release Dated May 31, 2017