secwatch / observer
8-K filed June 9, 2023, 7:59 PM ET ticker GVA CIK 0000861459
other material confidence high sentiment neutral materiality 0.25

Granite shareholders approve officer exculpation amendment, elect three directors at annual meeting

GRANITE CONSTRUCTION INC

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

GRANITE CONSTRUCTION INC: Amendment to Certificate of Incorporation to eliminate personal liability of officers for monetary damages for breach of fiduciary duty (effective 2023-06-08).

Change
charter amendment
Effective
2023-06-08
Exact text from the filing
As further described in Item 5.07 to this Current Report on Form 8-K, at the Annual Meeting of Shareholders held on June 8, 2023 (the “Annual Meeting”), the shareholders of Granite Construction Incorporated (the “Company”) approved an amendment to the Company’s Certificate of Incorporation to eliminate personal liability of officers for monetary damages for breach of fiduciary duty as an officer (the “Exculpation Amendment”). On June 8, 2023, the Company filed the Exculpation Amendment with the Delaware Secretary of State, which became effective on filing.
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

GRANITE CONSTRUCTION INC shareholders approved Proposal to approve the Exculpation Amendment to eliminate personal liability of officers for monetary damages for breach of fiduciary duty as an officer at the 2023-06-08 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
Proposal to approve the Exculpation Amendment to eliminate personal liability of officers for monetary damages for breach of fiduciary duty as an officer: For Against Abstain Broker Non-Votes 31,957,311 4,217,493 66,766 3,974,786
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

GRANITE CONSTRUCTION INC shareholders approved Advisory vote on the compensation of the Company's named executive officers at the 2023-06-08 meeting.

Proposal
say on pay
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
Advisory vote on the compensation of the Company’s named executive officers: For Against Abstain Broker Non-Votes 35,767,661 413,975 59,934 3,974,786
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

GRANITE CONSTRUCTION INC shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023 at the 2023-06-08 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023: For Against Abstain 38,638,958 1,531,859 45,539
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

GRANITE CONSTRUCTION INC shareholders approved Election of three directors at the 2023-06-08 meeting.

Proposal
director election
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
1. The election of three director nominees for a term set to expire at the 2026 Annual Meeting of Shareholders and until their successors are elected and qualified: Nominee For Against Abstain Broker Non-Votes David C. Darnell 32,422,086 3,796,057 23,427 3,974,786 Kyle T. Larkin 35,925,155 287,574 28,841 3,974,786 Celeste B. Mastin 31,387,538 4,728,466 125,566 3,974,786
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

GRANITE CONSTRUCTION INC shareholders voted on Advisory vote on the frequency of holding an advisory vote on the compensation of the Company's named executive officers at the 2023-06-08 meeting.

Proposal
say on pay frequency
Meeting
2023-06-08
Exact text from the filing
Advisory vote on the frequency of holding an advisory vote on the compensation of the Company’s named executive officers: Every One Year Every Two Years Every Three Years Abstain Broker Non-Votes 34,253,454 181,674 1,669,945 136,497 3,974,786
View on SEC.gov

74 governance changes filed in the last 30 days. Browse all governance changes →

GRANITE CONSTRUCTION INC filing history →

Source: SEC EDGAR
accession 0000861459-23-000007
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