AEP INDUSTRIES INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders, Other Events
(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.07 Submission of Matters to a Vote of Security Holders
At the annual meeting of stockholders of AEP Industries Inc. (the "Company") on
April 8, 2014, stockholders elected the two Class A director nominees to the
Company's Board of Directors (the "Board") to serve three-year terms, ratified
the appointment of KPMG LLP as the Company's independent registered public
accounting firm for the fiscal year ending October 31, 2014, and approved (on an
advisory basis) the compensation of the Company's named executive officers.
For Proposal 1, the two nominees receiving the most votes cast were elected as
directors. Proposals 2 and 3 required the affirmative vote of the holders of a
majority of shares entitled to vote and present at the meeting. The Proposals
are described in detail in the Company's definitive proxy statement filed on
February 21, 2014 with the Securities and Exchange Commission.
The results of the voting are shown below.
Proposal 1-Election of Directors
Class A Nominees Votes For Votes Withheld Broker Non-Votes
Ira M. Belsky 2,442,821 798,044 560,255
John J. Powers 2,386,380 854,485 560,255
Proposal 2-Ratification of Appointment of Independent Registered Public
Votes For Votes Against Votes Abstain
3,795,878 4,636 606
Proposal 3-Advisory Vote on Named Executive Officer Compensation
Votes For Votes Against Votes Abstain Broker Non-Votes
3,186,581 7,991 46,227 560,321
Item 8.01. Other Events.
On April 8, 2014, the Company's Board authorized an increase to the Company's
current stock repurchase program. The Board approved an increase to the February
2014 Stock Repurchase Program, which had approximately $9.1 million remaining
available for repurchases, to $19.1 million (an increase of $10.0 million).
Repurchases may be made in the open market, in privately negotiated transactions
or by other means, from time to time, subject to market conditions, applicable
legal requirements and other factors, including the limitations set forth in the
Company's debt covenants. The program does not obligate the Company to acquire
any particular amount of common stock and the program may be suspended at any
time at the Company's discretion.
Also on April 8, 2014, the Board voted to decrease the size of the Board from
nine to eight directors.
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