false 0000095574 0000095574 2022-05-13 2022-05-13
 
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)           May 13, 2022
 
Superior Group of Companies, Inc.
(Exact name of registrant as specified in its charter)
 
Florida
001-05869
11-1385670
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
     
     
10055 Seminole Blvd., Seminole, Florida
(Address of principal executive offices)
33772
(Zip Code)
 
Registrant's telephone number including area code: (727) 397-9611
 
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:
 
 
☐
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 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
Emerging growth company ☐
 
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. ☐
 
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
SGC
NASDAQ
 
 
 
 
Item 5.07.     Submission of Matters to a Vote of Security Holders.
 
The Annual Meeting of Shareholders was held on May 13, 2022 at which:
 
 
●
Seven (7) directors were elected to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified or until their earlier resignation, removal from office or death; and
 
 
●
the Superior Group of Companies, Inc. 2022 Equity Incentive and Awards Plan was approved: and
 
 
●
the compensation of the named executive officers was approved, on an advisory basis
 
 
Of the 16,104,534 shares outstanding and entitled to vote at the meeting, 13,327,186 shares were present either in person or by proxy.
 
 
The results of the shareholder votes were as follows:
 
Proposal 1:      Election of Directors 
 
Nominee
For
Against
Abstain
Broker Non-Votes
Sidney Kirschner 
11,221,785
482,493
6,637
1,616,271
         
Michael Benstock 
11,648,566
56,772
5,577
1,616,271
         
Robin Hensley 
11,383,141
304,847
22,927
1,616,271
         
Paul Mellini 
11,137,471
549,664
23,780
1,616,271
         
Todd Siegel 
11,449,575
196,108
65,232
1,616,271
         
Venita Fields 
11,407,108
280,077
23,730
1,616,271
         
Andrew D. Demott, Jr.
11,265,763
439,572
5,580
1,616,271
 
 
Proposal 2: Approval of Superior Group of Companies, Inc. 2022 Equity Incentive and Awards Plan: 
 
For
Against
Abstain
Broker Non-Votes
8,532,515
3,098,429
79,968
1,616,274
 
 
Proposal 3:  Approval, on an advisory basis, of the compensation of the Company’s named executive officers:
 
For
Against
Abstain
Broker Non-Votes
10,497,418
1,151,980
61,515
1,616,273
 
 
 
 
Signature
 
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.
 
 
SUPERIOR GROUP OF COMPANIES, INC.
  
         
         
         
 
By:
/s/ Andrew D. Demott, Jr.
 
 
Name:
Andrew D. Demott, Jr.
  
 
Title:
Chief Operating Officer and Chief Financial Officer
  
 
 
Date: May 13, 2022
 
 
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