form8k.htm  

 
 

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):
December 11, 2013

__________________________________________________________________

Celadon Logo

CELADON GROUP, INC.
(Exact name of registrant as specified in its charter)


Delaware
001-34533
13-3361050
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)


9503 East 33rd Street
One Celadon Drive, Indianapolis, IN
46235
(Address of principal executive offices)
(Zip Code)


(317) 972-7000
(Registrant's telephone number, including area code)

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))


 
 

 



Item 5.07
Submission of Matters to a Vote of Security Holders.
 
The Annual Meeting of Stockholders of the Company was held on December 11, 2013.  Three proposals were voted upon at the Annual Meeting.  The proposals are described in detail in the Company’s proxy statement filed with the Securities and Exchange Commission on October 28, 2013.  The final results for the votes regarding each proposal are set forth below.

1.
The voting tabulation on the election of directors was as follows:

Nominee
For
Withheld
Broker Non-Votes
Stephen Russell
16,900,195
2,805,735
3,581,868
Anthony Heyworth
17,089,320
2,616,610
3,581,868
Catherine Langham
18,749,045
956,885
3,581,868
Michael Miller
18,747,809
958,121
3,581,868
Paul Will
18,810,194
895,736
3,581,868

2.
In an advisory, non-binding vote, the stockholders voted as follows on the proposal to approve the compensation of the Company's Named Executive Officers as disclosed in the proxy statement:

Votes For
Votes Against
Abstentions
Broker Non-Votes
19,129,386
522,844
53,700
3,581,868

3.
The amendment to the 2006 Omnibus Incentive Plan, as amended, was approved as follows:

Votes For
Votes Against
Abstentions
Broker Non-Votes
18,523,033
1,173,224
9,673
3,581,868




 
 

 

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.

   
CELADON GROUP, INC.
     
     
Date: December 17, 2013
By:
/s/ William E. Meek 
   
William E. Meek
   
Executive Vice President, Chief Financial Officer, and Treasurer