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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): June 13, 2022

 

ALTA EQUIPMENT GROUP INC.

(Exact name of registrant as specified in its charter)

 

Delaware

001-38864

83-2583782

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

13211 Merriman Road

Livonia, Michigan 48150

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (248) 449-6700

 

 

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, $0.0001 par value per share

 

ALTG

 

The New York Stock Exchange

Depositary Shares representing a 1/1000th fractional interest in a share of 10% Series A Cumulative Perpetual Preferred Stock, $0.0001 par value per share

 

ALTG PRA

 

The 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 Submissions of Matters to a Vote of Security Holders.

 

On June 9, 2022, Alta Equipment Group Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”). During the Meeting, the Company’s stockholders voted on the matters set forth below.

 

Proposal 1

 

The three Class II director nominees named in our proxy statement were elected, each for a two-year term as set forth in the Company’s proxy statement dated April 27, 2022. The following table sets forth the vote of the stockholders at the Meeting with respect to the election of directors:

 

Nominee

For

Withheld

Broker Non-Votes

Ryan Greenawalt

17,495,137

4,991,118

8,603,710

Zachary E. Savas

14,838,639

7,647,616

8,603,710

Andrew Studdert

16,861,622

5,624,633

8,603,710

 

 

 

Proposal 2

 

The Company’s stockholders voted upon and approved the ratification of the appointment of UHY LLP to serve as the Company’s independent registered public accounting firm for 2022 based upon the following votes:

 

For

Against

Abstain

Broker Non-Votes

31,088,821

143

1,001

0

 

 

 

Proposal 3

 

The Company’s stockholders approved in a non-binding advisory vote the compensation paid to our named executive officers based upon the following votes:

 

For

Against

Abstain

Broker Non-Votes

22,223,293

256,301

6,661

8,603,710

 

 

 

Proposal 4

 

The Company’s stockholders approved in a non-binding advisory vote a one year frequency for say on pay votes based upon the following votes:

 

One Year

Two Years

Three Years

Abstain

Broker Non-Votes

21,977,828

1,131

505,090

2,206

8,603,710

 

Based on the results of the vote, and consistent with the Board of Directors’ recommendation, the Board of Directors of the Company has determined that future non-binding votes of shareholders to approve the compensation of the named executive officers will be submitted annually to the Company’s shareholders until the next non-binding shareholder vote on the frequency of shareholder votes on executive compensation, or until the Board of Directors otherwise determines a different frequency for such non-binding votes.

 

 

 

1

 

Proposal 5

 

The Company’s stockholders voted upon and approved the Alta Equipment Group, Inc 2022 Employee Stock Purchase Plan based upon the following votes:

 

For

Against

Abstain

Broker Non-Votes

16,131,411

6,349,323

5,521

8,603,710

 

 

 

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.

 

 

ALTA EQUIPMENT GROUP INC.

 

 

 

Dated: June 13, 2022

By:

              /s/ Ryan Greenawalt

 

 

                  Ryan Greenawalt

 

 

             Chief Executive Officer

 

2
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