UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 15, 2019
Hurco Companies, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Indiana
(State or Other Jurisdiction of Incorporation)
| 0-9143 | 35-1150732 |
| (Commission File Number) | (IRS Employer Identification No.) |
| One Technology Way | |
| Indianapolis, Indiana | 46268 |
| (Address of Principal Executive Offices) | (Zip Code) |
(317) 293-5309
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
| ¨ | 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 o
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. o
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Hurco Companies, Inc. (the “Company”) held its Annual Meeting of Shareholders on March 14, 2019. The shareholders:
| · | elected all ten of the Company’s nominees for director to serve until the next Annual Meeting of Shareholders; |
| · | approved, on an advisory basis, the compensation for the Company’s named executive officers as disclosed in the proxy statement for the 2019 Annual Meeting; and |
| · | ratified the appointment of RSM US LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending October 31, 2019. |
Shares were voted on these proposals as follows:
|
Number of Votes FOR |
Number of Votes WITHHELD |
Broker Votes |
Abstentions | |
| Election of Directors: | ||||
| Thomas A. Aaro | 5,285,424 | 48,897 | 832,021 | N/A |
| Robert W. Cruickshank | 5,231,041 | 103,280 | 832,021 | N/A |
| Michael Doar | 5,252,728 | 81,593 | 832,021 | N/A |
| Cynthia Dubin | 5,287,702 | 46,619 | 832,021 | N/A |
| Timothy J. Gardner | 5,285,324 | 48,997 | 832,021 | N/A |
| Jay C. Longbottom | 5,285,624 | 48,697 | 832,021 | N/A |
| Andrew Niner | 5,280,355 | 53,966 | 832,021 | N/A |
| Richard Porter | 5,281,565 | 52,756 | 832,021 | N/A |
| Janaki Sivanesan | 5,277,923 | 56,398 | 832,021 | N/A |
| Gregory Volovic | 5,231,602 | 102,719 | 832,021 | N/A |
|
|
For |
Against |
Broker Non- Votes |
Abstentions |
| Advisory vote to approve executive compensation: | 5,102,904 | 129,501 | 832,021 | 101,916 |
|
|
For |
Against |
Broker Non- Votes |
Abstentions |
| Ratification of appointment of public accounting firm: | 6,002,942 | 147,177 | -- | 16,223 |
| Item 7.01 | Regulation FD Disclosure. |
The Company’s press release issued on March 15, 2019 announced the payment of a cash dividend of $0.12 per share of common stock. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
Exhibit Index
| 99.1 | Press release of Hurco Companies, Inc. dated March 15, 2019 |
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.
| Dated: March 15, 2019 | |||
| HURCO COMPANIES, INC. | |||
| By: | /s/ Sonja K. McClelland | ||
| Sonja K. McClelland, | |||
| Executive Vice President, Secretary, Treasurer | |||
| and Chief Financial Officer | |||
Exhibit 99.1
FOR IMMEDIATE RELEASE
FRIDAY, MARCH 15, 2019
HURCO ANNOUNCES CASH DIVIDEND
INDIANAPOLIS, INDIANA – March 15, 2019, Hurco Companies, Inc. (Nasdaq Global Select Market: HURC) today announced that its Board of Directors approved the payment of a cash dividend of $0.12 per share of common stock. The dividend will be paid on April 15, 2019, to shareholders of record as of the close of business on April 1, 2019. Future declarations of dividends are subject to approval of the Board of Directors and may be adjusted as business needs or market conditions change.
Hurco Companies, Inc. is an international, industrial technology company that sells its three brands of computer numeric control (CNC) machine tools to the worldwide metal cutting and metal forming industry. Two of the Company’s brands of machine tools, Hurco and Milltronics, are equipped with interactive controls that include software that is proprietary to each respective brand. The Company designs these controls and develops the software. The third brand of CNC machine tools, Takumi, is equipped with industrial controls that are produced by third parties, which allows the customer to decide the type of control added to the Takumi CNC machine tool. The end markets for the Company's products are independent job shops, short-run manufacturing operations within large corporations, and manufacturers with production-oriented operations. The Company’s customers manufacture precision parts, tools, dies, and/or molds for industries such as aerospace, defense, medical equipment, energy, transportation and computer equipment. The Company is based in Indianapolis, Indiana, with manufacturing operations in Taiwan, Italy, the U.S. and China, and sells its products through direct and indirect sales forces throughout North and South America, Europe, and Asia. The Company has sales, application engineering support and service subsidiaries in China, England, France, Germany, India, Italy, Poland, Singapore, South Africa, the U.S., and Taiwan. Web Site: www.hurco.com
Certain statements in this news release are forward-looking statements that involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These factors include, among others, the cyclical nature of the machine tool industry, changes in general economic and business conditions that affect demand for our products, the risks of our international operations, changes in manufacturing markets, innovations by competitors, the ability to protect our intellectual property, breaches of our network and system security measures, fluctuations in foreign currency exchange rates, increases in prices of raw materials, quality and delivery performance by our vendors, our ability to effectively integrate acquisitions, negative or unforeseen tax consequences and governmental actions and initiatives including import and export restrictions and tariffs.
| Contact: | Sonja K. McClelland |
| Executive Vice President, Chief Financial Officer, Secretary & Treasurer | |
| 317-293-5309 |