UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): May 30, 2019
____________________

 

LIMBACH HOLDINGS, INC.

(Exact name of registrant as specified in its charter)
____________________

 

Delaware 001-36541 46-5399422
(State or other jurisdiction
of incorporation) 		(Commission
File Number) 		(IRS Employer
Identification No.)

 

1251 Waterfront Place, Suite 201, Pittsburgh, Pennsylvania 15222

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (412) 359-2100

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.0001 per share LMB The Nasdaq Stock Market LLC

  

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    x

 

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.    ¨

 

 

 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On May 30, 2019 Limbach Holdings, Inc. (the “Company,” “our” or “we”) held our 2019 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the matters set forth below.

 

  1. Election of Directors

 

Our stockholders elected Gordon G. Pratt and Laurel J. Krzeminski as Class C directors to serve until the 2022 annual meeting of stockholders and until his and her successor has been duly elected and qualified. We set forth below the results of the stockholder vote for each director nominee:

 

 Director

    Votes For   Votes Withheld     Broker Non-Votes
Gordon G. Pratt     4,117,261   1,082,105     1,692,670
Laurel J. Krzeminski     4,447,204   752,162     1,692,670

 

  2. Approval of the Amended and Restated Omnibus Incentive Plan

 

Our stockholders approved the Limbach Holdings, Inc. Amended and Restated Omnibus Incentive Plan. We set forth below the results of the stockholder vote on this proposal:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
4,358,630   820,459   20,277   1,692,670

  

  3. Approval of the 2019 Employee Stock Purchase Plan

 

Our stockholders approved the Limbach Holdings, Inc. 2019 Employee Stock Purchase Plan. We set forth below the results of the stockholder vote on this proposal:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
5,088,956   75,234   35,176   1,692,670

 

  4. Ratification of Appointment of Independent Registered Public Accounting Firm

 

Our stockholders ratified the appointment of Crowe LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2019. We set forth below the results of the stockholder vote on this proposal:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
6,794,428   33,489   64,119   0

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  LIMBACH HOLDINGS, iNC.  
     
     
  By:  /s/ John T. Jordan, Jr.  
    Name: John T. Jordan, Jr.  
    Title:   Chief Financial Officer  
       
Dated: May 31, 2019