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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): May 15, 2024
PC Connection, Inc. |
(Exact Name of Registrant as Specified in Charter)
Delaware |
0-23827 |
02-0513618 |
(State or Other Juris- |
(Commission |
(IRS Employer |
730 Milford Road |
03054 |
(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including area code: 603-683-2000
N/A
(Former Name or Former Address, 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, $0.01 par value |
CNXN |
The Nasdaq Global Select Market |
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 May 15, 2024, PC Connection, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present. The following is a brief description and vote count of all items voted on at the Annual Meeting:
| (1) | The election of six directors to serve until the 2025 Annual Meeting of Stockholders; and |
| (2) | The ratification of the selection by the Audit Committee of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024. |
The proposals were approved by the following votes:
Proposal #1: To elect six directors to serve until the 2025 Annual Meeting of Stockholders.
|
For |
|
Withheld |
|
Broker Non-Vote |
|
Election of Patricia Gallup |
|
21,896,674 |
|
3,334,749 |
|
630,592 |
Election of David Beffa-Negrini |
|
21,871,996 |
|
3,359,427 |
|
630,592 |
Election of Jay Bothwick |
|
25,054,483 |
|
176,940 |
|
630,592 |
Election of Barbara Duckett |
|
24,821,405 |
|
410,018 |
|
630,592 |
Election of Jack Ferguson |
|
24,965,530 |
|
265,893 |
|
630,592 |
Election of Gary Kinyon |
|
25,054,539 |
|
176,884 |
|
630,592 |
Proposal #2: To ratify the selection by the Audit Committee of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.
For |
|
Against |
|
Abstain |
|
Broker Non-Vote |
25,695,848 |
|
151,257 |
|
14,910 |
|
- |
SIGNATURE
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: May 16, 2024 |
PC CONNECTION, INC. |
|
|
|
|
By: |
/s/ Thomas C. Baker |
|
Thomas C. Baker |
||
Senior Vice President, Chief Financial Officer & Treasurer |
||