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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 1, 2023
New PAR Logo.jpg
PAR Technology Corporation
(Exact name of registrant as specified in its charter)
Delaware
1-09720
16-1434688
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

PAR Technology Park, 8383 Seneca Turnpike, New Hartford, New York 13413-4991
(Address of principal executive offices)             (Zip Code)

Registrant's telephone number, including area code: (315) 738-0600

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, $0.02 par value PAR New York Stock Exchange

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.

The 2023 Annual Meeting of Shareholders of PAR Technology Corporation (the “Company”) was held on Thursday, June 1, 2023 (the “Annual Meeting”). The voting results on the three (3) proposals considered and voted on at the Annual Meeting, all of which were described in the Company's proxy statement filed with the Securities and Exchange Commission on April 17, 2023 were as follows:

Proposal 1 - Election of Directors.

The six (6) Director nominees for election to the Company’s Board of Directors were elected to serve until the 2024 annual meeting of shareholders. The voting was as follows:

Director Nominee
Votes For
Votes Withheld
Broker Non-Votes
Keith E. Pascal
17,767,419
402,089
4,747,950
Douglas G. Rauch
16,922,857
1,246,651
4,747,950
Cynthia A. Russo
16,798,081
1,371,427
4,747,950
Narinder Singh
17,914,431
255,077
4,747,950
Savneet Singh
18,113,394
56,114
4,747,950
James C. Stoffel
17,898,668
270,840
4,747,950

Proposal 2 - Non-binding Advisory Vote to Approve the Compensation of the Company's Named Executive Officers.

The proposal was approved. The voting was as follows:

Votes For
Votes Against
Abstained
Broker Non-Votes
14,587,995
3,571,431
10,082
4,747,950

Proposal 3 - Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for its Fiscal Year Ending December 31, 2023.

The appointment was ratified. The voting was as follows:

Votes For
Votes Against
Abstained
Broker Non-Votes
22,898,403
3,657
15,398







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.

PAR TECHNOLOGY CORPORATION
(Registrant)
Date: June 5, 2023
/s/ Bryan A. Menar
Bryan A. Menar
Chief Financial Officer
(Principal Financial Officer)