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 12, 2015
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)) |
| 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 12, 2015. 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; |
| · | ratified the appointment of Ernst & Young LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending October 31, 2015. |
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 | 4,943,619 | 37,065 | 1,015,863 | 0 |
| Robert W. Cruickshank | 4,915,125 | 65,559 | 1,015,863 | 0 |
| Michael Doar | 4,934,402 | 46,282 | 1,015,863 | 0 |
| Jay C. Longbottom | 4,944,163 | 36,521 | 1,015,863 | 0 |
| Andrew Niner | 4,899,762 | 80,922 | 1,015,863 | 0 |
| Richard Porter | 4,901,704 | 78,980 | 1,015,863 | 0 |
| Janaki Sivanesan | 4,953,419 | 27,265 | 1,015,863 | 0 |
| Ronald Strackbein | 4,937,121 | 43,563 | 1,015,863 | 0 |
|
For |
Against |
Broker Non- Votes |
Abstentions |
| Advisory vote to approve
executive compensation: |
4,855,455
|
38,025 |
1,015,863 |
87,204 |
For |
Against |
Broker Non- Votes |
Abstentions | |
| Ratification of appointment
of public accounting firm: |
5,957,922 |
20,639 |
0 |
17,916 |
| Item 7.01 | Regulation FD Disclosure |
On March 13, 2015, Hurco Companies, Inc. issued a press release announcing payment of a cash dividend of $0.08 per share of common stock.
A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated by reference herein.
Item 9.01 |
Financial Statements and Exhibits |
| 99.1 | Dividend press release dated March 13, 2015 |
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 13, 2015 | |||
| HURCO COMPANIES, INC. | |||
| By: | /s/ Sonja K. McClelland | ||
| Sonja K. McClelland, Vice President, Secretary, Treasurer and Chief Financial Officer | |||
EXHIBIT INDEX
| 99.1 | Dividend press release dated March 13, 2015 |
Exhibit 99.1
| Contact: | Sonja K. McClelland |
| Vice President & Chief Financial Officer | |
| 317-293-5309 |
Hurco Companies, Inc. Announces Quarterly Cash Dividend
(INDIANAPOLIS, IN) March 13, 2015 — 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 $0.08 per share. The dividend will be paid on April 13, 2015, to shareholders of record as of the close of business on March 30, 2015.
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 and machine tool components 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
Certain statements in this news release are forward-looking statements 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, 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.