Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

June 6, 2018




(Exact name of registrant as specified in its charter)




Texas   0-17995   75-2216818
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

2711 North Haskell Avenue

Suite 2200, LB 36

Dallas, Texas 75204-2960

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (214) 370-2000

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 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    ☐

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

The Company held its annual meeting of shareholders on June 6, 2018. The proposals presented at the annual meeting are described in detail in the Proxy Statement relating thereto, which was filed with the Securities and Exchange Commission on April 27, 2018. The voting results detailed below represent final results as certified by an independent inspector of elections.

Proposal 1    Election of Directors

Shareholders elected the following individuals as Directors of the Company.


Nominee   For   Withheld   Broker Non-Votes

Mark J. Bonney

  32,003,471      188,828   13,010,492

Taher A. Elgamal

  31,978,237      214,062   13,010,492

Robert C. Hausmann

  32,045,016      147,283   13,010,492

Maribess L. Miller

  32,029,612      162,687   13,010,492

Richard D. Spurr

  31,069,632   1,122,667   13,010,492

David J. Wagner

  32,071,570      120,729   13,010,492

Proposal 2    Ratification of Appointment of Accountants

Shareholders ratified the selection of Whitley Penn LLP to serve as the Company’s independent registered public accounting firm for 2018.


For   Against   Abstain   Broker Non-votes


  89,948   21,116   0

Proposal 3    “Say on Pay”

Shareholders approved the following resolution: “Resolved, that shareholders approve the compensation of the Company’s named executive officers, as discussed and disclosed in the Compensation Discussion and Analysis, the executive compensation tables, and any narrative executive compensation disclosure contained in this proxy statement.” Approximately 97.6% of the shares entitled to vote and represented at the meeting were voted “For” the subject resolution.


For   Against   Abstain   Broker Non-votes


  693,828   86,000   13,010,492

Proposal 4    2018 Omnibus Incentive Plan

Shareholders approved the Company’s 2018 Omnibus Incentive Plan.


For   Against   Abstain   Broker Non-votes


  882,990   90,665   13,010,492


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.


Date: June 7, 2018     By:   /s/ Noah F. Webster
      Noah F. Webster
      Vice President, General Counsel and Secretary