Item 5.03 - Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. At the Annual Meeting of Stockholders forA.M. Castle & Co. (the "Company") held onJune 30, 2020 , the Company's stockholders approved a proposal to amend the Company's charter to authorize an increase in the Company's authorized shares of capital stock and Common Stock. OnJune 30, 2020 , the Company filed Articles of Amendment with the Secretary of State of theState of Maryland , which amended its Articles of Amendment and Restatement effective on such date. A copy of the Articles of Amendment is included as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. The material terms of the amendment to the Company's charter are described in more detail in the Company's Proxy Statement, filed with theSecurities and Exchange Commission onMay 29, 2020 (the "Proxy Statement") under "Proposal No. 4 - Approval of Charter Amendment to Increase Authorized Shares of Common Stock." Such description is qualified in its entirety by reference to the text of the Articles of Amendment. Item 5.07 - Submission of Matters to a Vote of Security Holders. The Company held its Annual Meeting of Stockholders onJune 30, 2020 . The matters that were voted on at the Annual Meeting of Stockholders and the final voting results for each matter are set forth below. Proposal No. 1: Election of Directors The following director nominees were elected to the Board of Directors of the Company to serve until to serve until the Company's 2021 Annual Meeting of Stockholders or until their successors are elected and qualified. Director Nominee For Abstain Broker Non-Votes Jeffrey A. Brodsky 57,005,521 78,586 625,062 Marec E. Edgar 57,076,529 7,578 625,062 Jonathan B. Mellin 57,004,320 79,787 625,062 Steven W. Scheinkman 57,076,147 7,960 625,062 Jonathan Segal 57,075,864 8,243 625,062 Michael J. Sheehan 57,075,867 8,240 625,062 Parker Tornell 57,075,874 8,233 625,062
Proposal No. 2: Advisory Vote to Approve Executive Compensation A proposal to approve, on an advisory non-binding basis, the Company's executive compensation as disclosed in the Proxy Statement passed as follows:
For Against Abstain Broker Non-Votes
57,070,558 11,554 1,995 625,062
Proposal No. 3: Ratification of Appointment of Independent Registered Public Accounting Firm The appointment ofDeloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year endingDecember 31, 2020 was ratified as follows: For Against Abstain Broker Non-Votes 57,707,054 1,709 406 0
Proposal No. 4: Approval of Charter Amendment to Increase Authorized Shares of Common Stock A proposal to approve the amendment of the Company's Articles of Amendment and Restatement to authorize an increase in the Company's authorized shares of capital stock and Common Stock passed as follows:
For Against Abstain Broker Non-Votes 56,597,326 486,337 444 625,062 2
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Item 9.01 - Financial Statements and Exhibits (d) The following exhibit is filed herewith: Exhibit Number Description 3.1 Articles of Amendment ofA.M. Castle & Co. , datedJune 30, 2020 3
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