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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 8, 2024

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Arcosa, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Delaware 1-38494 82-5339416
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
      
500 N. Akard Street, Suite 400
Dallas, Texas 75201
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (972) 942-6500
Not Applicable
(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:
☐  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) ACA 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.
On May 8, 2024, the Company held its 2024 Annual Meeting of Shareholders at which the Company’s shareholders voted on the following three proposals and cast their votes as described below.
Proposal 1 – Election of Directors
The shareholders elected the following Directors to serve a term expiring at the 2025 annual meeting of shareholders:
Nominee For Against Abstentions Broker Non-Votes
Joseph Alvarado 42,528,961 185,470 19,507 2,722,944
Rhys J. Best 42,614,571 99,931 19,436 2,722,944
Antonio Carrillo 42,627,588 87,435 18,915 2,722,944
Jeffrey A. Craig 42,627,772 87,361 18,805 2,722,944
Steven J. Demetriou 40,228,818 2,485,909 19,211 2,722,944
John W. Lindsay 42,627,849 86,648 19,441 2,722,944
Kimberly S. Lubel 42,605,411 110,441 18,086 2,722,944
Julie A. Piggott 42,608,398 107,628 17,912 2,722,944
Melanie M. Trent 42,477,299 238,500 18,139 2,722,944
Proposal 2 – Advisory Vote to Approve Named Executive Officer Compensation
The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement dated March 26, 2024, including the Compensation Discussion and Analysis, the compensation tables, and the narrative discussion related thereto, by the following vote:
For Against Abstentions Broker Non-Votes
42,395,740 272,702 65,496 2,722,944
Proposal 3 – Ratification of Appointment of Independent Registered Public Accounting Firm for the Year Ending December 31, 2024
The shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024, by the following vote:
For Against Abstentions
45,137,178 287,293 32,411

Item 9.01     Financial Statements and Exhibits.

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





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.

Arcosa, Inc.
(Registrant)
May 10, 2024 By: /s/ Gail M. Peck
Name: Gail M. Peck
Title: Chief Financial Officer