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 13, 2014
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officer; Compensatory Arrangements of Certain Officers. |
Effective March 13, 2013, the Board of Directors of the Company appointed Sonja K. McClelland to the office of Vice President, Secretary, Treasurer and Chief Financial Officer. Ms. McClelland had been the Corporate Controller, Assistant Secretary and Principal Accounting Officer. In recognition of the greater responsibilities assumed in connection with her promotion, Ms. McClelland was awarded a one-time $68,000 bonus. Otherwise, her compensation arrangements were not changed as a result of her promotion.
On March 14, 2014, Hurco Companies, Inc. issued a press release announcing the foregoing management change. A copy of a press release is filed as an exhibit to this report and incorporated by reference herein.
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
The Company held its Annual Meeting of Shareholders on March 13, 2014. The shareholders:
| · | elected all eight 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; and |
| · | appointed Ernst & Young LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending October 31, 2014. |
Shares were voted on these proposals as follows:
| Election of Directors: | Number of Votes FOR | Number of Votes WITHHELD | Non- Votes | Abstentions | ||||||||||||
| Robert W. Cruickshank | 5,242,856 | 58,064 | 753,751 | -- | ||||||||||||
| Michael Doar | 5,228,772 | 72,148 | 753,751 | -- | ||||||||||||
| Philip James | 5,255,344 | 45,576 | 753,751 | -- | ||||||||||||
| Michael P. Mazza | 5,259,115 | 41,805 | 753,751 | -- | ||||||||||||
| Andrew Niner | 5,256,536 | 44,384 | 753,751 | -- | ||||||||||||
| Richard Porter | 5,255,532 | 45,388 | 753,751 | -- | ||||||||||||
| Janaki Sivanesan | 5,260,025 | 40,895 | 753,751 | -- | ||||||||||||
| Ronald Strackbein | 5,256,400 | 44,520 | 753,751 | -- | ||||||||||||
| For | Against | Non- Votes | Abstentions | |||||||||||||
| Advisory vote to approve executive compensation: | 5,147,839 | 108,220 | 753,751 | 44,861 | ||||||||||||
| For | Against | Non- Votes | Abstentions | |||||||||||||
| Appointment of public accounting firm: | 6,005,990 | 42,042 | -- | 6,639 | ||||||||||||
| Item 7.01 | Regulation FD Disclosure. |
On March 14, 2014, Hurco Companies, Inc. issued a press release announcing payment of a cash dividend of $0.07 per share of common stock.
A copy of the press release is filed as an exhibit to this report and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits |
| 99.1 | Appointment of an officer press release dated March 14, 2014. |
| 99.2 | Dividend press release dated March 14, 2014 |
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 17, 2014
HURCO COMPANIES, INC.
By: /s/ Sonja K. McClelland
Sonja K. McClelland, Vice President, Secretary,
Treasurer and Chief Financial Officer
EXHIBIT INDEX
| 99.1 | Appointment of an officer press release dated March 14, 2014. |
| 99.2 | Dividend press release dated March 14, 2014 |
Exhibit 99.1
FOR IMMEDIATE RELEASE
FRIDAY, MARCH 14, 2014
HURCO NAMES SONJA K. MCCLELLAND VICE PRESIDENT, SECRETARY, TREASURER AND CHIEF FINANCIAL OFFICER
INDIANAPOLIS, INDIANA – March 14, 2014 – Hurco Companies, Inc. (NASDAQ Global Market: HURC)
Hurco Companies, Inc., based in Indianapolis, Indiana announced today the promotion of Sonja K. McClelland to Vice President, Secretary, Treasurer and Chief Financial Officer. This decision was approved by Hurco’s Board of Director’s on March 13, 2014. Most recently Ms. McClelland served as Corporate Controller, Assistant Secretary and Principal Accounting Officer.
Ms. McClelland has been with Hurco Companies, Inc. since September 1996. She has had a progressive role in the development of business both domestically and internationally during her eighteen years with the Company. Her strategic leadership assisting with all facets of the business, financially and operationally, is an important asset that she brings to the office as Chief Financial Officer.
“I have great confidence in Sonja’s appointment to Chief Financial Officer” said Michael Doar, Chairman and Chief Executive Officer. “She has played a key role in the Company’s growth and expansion during her tenure at Hurco and I look forward to her continued success in this new role with the Company.”
Prior to joining Hurco Companies, Inc., Ms. McClelland worked at Arthur Andersen LLP in Indianapolis. She received a Bachelor Degree of Science in Accounting from Ball State University.
Hurco Companies, Inc. is an industrial technology company that designs and produces interactive computer controls, software and computerized machine tools for the worldwide metal cutting and metal forming industry. The end market for the Company's products consists primarily of independent job shops and short-run manufacturing operations within large corporations in industries such as aerospace, defense, medical equipment, energy, transportation and computer equipment. The Company is based in Indianapolis, Indiana, with manufacturing operations in Taiwan, China and Italy, and sells its products through direct and indirect sales forces throughout North 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 and the United States of America. Web Site: www.hurco.com
| Contact: | Michael Doar |
Chairman and Chief Executive Officer
317-293-5309
Exhibit 99.2
| Contact: | Sonja K. McClelland |
Vice President & Chief Financial Officer
317-293-5309
Hurco Companies, Inc. Announces Quarterly Cash Dividend
(INDIANAPOLIS, IN) March 14, 2014 — Hurco Companies, Inc. (Nasdaq Global Select Market: HURC), an international industrial technology company, announced today that its Board of Directors approved the payment of a cash dividend of $0.07 per share. The dividend will be paid on April 14, 2014, to shareholders of record as of the close of business on March 31, 2014.
Future declarations of dividends are subject to approval of the Board of Directors and may be adjusted as business needs or market conditions change.
About the Company
Hurco Companies, Inc. is an industrial technology company that designs and produces interactive computer controls, software and computerized machine tools for the worldwide metal cutting and metal forming industry. The end market for the Company's products consists primarily of independent job shops and short-run manufacturing operations within large corporations in 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 and China, and sells its products through direct and indirect sales forces throughout North 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 and the United States of America. Web Site: www.hurco.com.
Forward-Looking Statements
This news release contains forward-looking statements, such as the intent to pay quarterly cash dividends, which 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, fluctuations in foreign currency exchange rates, increases in prices of raw materials, quality and delivery performance by our vendors, changes in operations due to acquisitions or loss of key personnel, and governmental actions and initiatives including import and export restrictions and tariffs.