f8kshareholdersvotes2013


 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 3, 2013
 

 
THE DIXIE GROUP, INC.
(Exact name of Registrant as specified in its charter)
 
Tennessee
 
0-2585
 
62-0183370
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
104 Nowlin Lane - Suite 101, Chattanooga, Tennessee
 
37421
 
(Address of principal executive offices)
 
(zip code)
 
(423) 510-7000
(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 (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.
 
The 2013 annual meeting of the shareholders (the “meeting”) of the Dixie Group, Inc. (the “Company”) was held on April 30, 2013. The final voting results for each of the proposals submitted for vote by the shareholders are set forth below.
 
Proposal 1 - the number of directors were set at eight and the below eight individuals were elected for a term of one year each, as follows:
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
 
 
 
 
 
 
 
 
 
Charles E. Brock
28,176,872

 
31,180

 
64,106

 
2,567,873

 
 
 
 
 
 
J. Don Brock
27,460,711

 
747,341

 
64,106

 
2,567,873

 
 
 
 
 
 
Daniel K. Frierson
28,206,947

 
1,105

 
64,106

 
2,567,873

 
 
 
 
 
 
D. Kennedy Frierson, Jr.
28,207,047

 
1,005

 
64,106

 
2,567,873

 
 
 
 
 
 
Walter W. Hubbard
28,080,999

 
127,053

 
64,106

 
2,567,873

 
 
 
 
 
 
Lowry F. Kline
28,196,519

 
11,533

 
64,106

 
2,567,873

 
 
 
 
 
 
Hilda S. Murray
28,188,520

 
19,532

 
64,106

 
2,567,873

 
 
 
 
 
 
John W. Murrey, III
28,116,813

 
91,239

 
64,106

 
2,567,873

 


Proposal 2 - The amendment of the Company's 2006 Stock Awards Plan was approved as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
26,936,292

 
1,298,162

 
37,704

 
2,567,873

 


Proposal 3 - Advisory vote on Executive Compensation was approved as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
28,096,339

 
136,737

 
39,082

 
2,567,873

 


Proposal 4 - Advisory vote on the frequency of future advisory say-on-pay votes was approved as follows:

1 Year
2 Years
3 Years
Abstentions
Broker Non-Votes
27,983,075

 
13,136

 
16,245

1,457,115

 
1,370,460

 

 
Proposal 5 - Appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2013 was approved as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
30,467,205

 
1,254

 
48,554

 
322,998

 





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.
 

Date:    May 3, 2013
       
THE DIXIE GROUP, INC.
 
 
 
 
 
 By: /s/ Jon A. Faulkner               
 
 
Jon A. Faulkner
 
 
Chief Financial Officer