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MarketScreener Homepage  >  Equities  >  Nasdaq  >  MIND Technology, Inc.    MIND

MIND TECHNOLOGY, INC.

(MIND)
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MITCHAM INDUSTRIES INC : Submission of Matters to a Vote of Security Holders (form 8-K)

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07/29/2020 | 04:38pm EDT

Item 5.07 Submission of Matters to a Vote of Security Holders. At the 2020 Virtual Annual Meeting (the "Annual Meeting") of shareholders of Mitcham Industries, Inc., a Texas corporation (the "Company"), shareholders were requested to (1) elect six individuals to serve on the Board of Directors of the Company until the next annual meeting of shareholders, each until their respective successors are duly elected and qualified; (2) approve the reincorporation of the Company from the State of Texas to the State of Delaware; (3) approve, on an advisory basis, the compensation of the Company's named executive officers; (4) ratify the selection by the Audit Committee of the Board of Directors of Moss Adams LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2021; and (5) grant the chairman of the Annual Meeting discretionary authority to adjourn the Annual Meeting, if necessary, to solicit additional proxies in the event that there are not sufficient votes at the time of the Annual Meeting to approve any of Proposals 1-4. Each proposal is described in more detail in the Company's Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on May 29, 2020, as supplemented.

The results of voting on the proposals submitted to vote of the Company's shareholders are set forth below. 1. The election of six individuals to serve on the Board of Directors until the next annual meeting of shareholders, to hold office until their respective successors are duly elected and qualified. All nominees were re-elected as directors by the votes indicated:

         Nominee                    Voted For      Votes Withheld        Broker Non-Votes
         Peter H. Blum              8,330,532          928,886              1,823,838
         Robert P. Capps            8,446,145          813,273              1,823,838
         William H. Hilarides       8,865,664          393,754              1,823,838
         Robert J. Albers           8,749,397          510,021              1,823,838
         Thomas S. Glanville        8,364,167          895,251              1,823,838
         Marcus Rowland             8,398,658          860,760              1,823,838


2. The approval of the reincorporation of the Company from the State of Texas to
the State of Delaware:
                            Voted For       Voted Against       Abstentions        Broker Non-Votes
  Common Shareholders       9,167,757          89,678              1,983              1,823,838
  Preferred Shareholders     666,090           30,600              10,845                 -


3. The approval, on an advisory basis, of the compensation of the Company's
named executive officers:
              Voted For       Voted Against       Abstentions        Broker Non-Votes
              8,649,249          550,929             59,240             1,823,838


4. The ratification of the selection of Moss Adams LLP as the Company's
independent registered public accounting firm for the fiscal year ending
January 31, 2021:
             Voted For        Voted Against       Abstentions        Broker Non-Votes
             11,020,125          39,514              23,616                 -


5. Grant the chairman of the Annual Meeting discretionary authority to adjourn the Annual Meeting, if necessary, to solicit additional proxies in the event that there are not sufficient votes at the time of the Annual Meeting to approve any of Proposals 1-4:

 Voted For        Voted Against       Abstentions        Broker Non-Votes
 10,785,772          274,239             23,245                 -


--------------------------------------------------------------------------------

© Edgar Online, source Glimpses


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