FALSE000089707700008970772022-05-062022-05-06

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 6, 2022 (May 5, 2022)

Alamo Group Inc.
(Exact name of registrant as specified in its charter)
 
State of Delaware
 0-21220 74-1621248
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)
1627 E. Walnut, Seguin, Texas
 78155
(Address of Registrant’s principal executive offices) (Zip Code)

(830) 379-1480
Registrant's telephone number, including area code:
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, par value
$.10 per share
 ALG New York Stock Exchange

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))

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 5, 2022, Alamo Group Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Company’s proxy statement filed with the Securities and Exchange Commission on March 17, 2022.

Set forth below, with respect to each proposal, are the number of votes cast for or against, the number of abstentions and the number of broker non-votes:

Proposal 1 - Election of directors

The majority of stockholders approved the election of all nine of the nominees for director to serve until the next Annual Meeting or until their successors are duly elected and qualified. The voting results were as follows:
For Against Abstain Broker
Non-Votes
Roderick R. Baty 10,871,084 109,526 2,160 309,807
Robert P. Bauer 10,814,182 166,429 2,159 309,807
Eric P. Etchart 10,851,745 128,173 2,852 309,807
Nina C. Grooms 10,962,825 17,018 2,927 309,807
Tracy C. Jokinen 10,914,966 64,651 3,153 309,807
Jeffery A. Leonard 10,977,014 3,596 2,160 309,807
Richard W. Parod 10,878,861 101,749 2,160 309,807
Ronald A. Robinson 10,919,857 59,263 3,650 309,807
Lorie L. Tekorius 10,879,131 101,579 2,060 309,807

Proposal 2 - Advisory vote on compensation of named executive officers

The stockholders approved, on an advisory, non-binding basis, the compensation of our named executive officers as described in our Proxy Statement, by the votes set forth in the table below:
For Against Abstain Broker
Non-Votes
10,872,698 103,603 6,469 309,807

Proposal 3 - Ratification of appointment of KPMG LLP as independent auditor for fiscal year 2022

The appointment of KPMG LLP to serve as the Company's independent auditor for the fiscal year ending December 31, 2022 was ratified. The voting results were as follows:
For Against Abstain Broker
Non-Votes
11,013,182 278,163 1,232 —



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.
 
May 6, 2022
By:  /s/ Edward T. Rizzuti              
  Edward T. Rizzuti
  Executive Vice President, General Counsel & Secretary
 




























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