8-K
filed June 22, 2023, 7:59 PM ET
ticker SCVL
CIK 0000895447
other material
confidence high
sentiment neutral
materiality 0.40
Shoe Carnival shareholders approve amended equity plan, add 1.8M shares
SHOE CARNIVAL INC
- Shareholders approved amended 2017 Equity Incentive Plan, adding 1,800,000 shares (total reserve now 3,470,398).
- Non-employee director annual compensation limit increased from $400,000 to $500,000.
- Advisory vote on executive compensation passed with 22.5M for, 243K against; annual frequency adopted.
- Ratification of Deloitte & Touche as auditor for FY2023 approved with 25.1M votes for.
- Plan term extended to 10 years from approval; definition of 'good reason' revised for remote work.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SHOE CARNIVAL INC shareholders approved Advisory vote on the frequency of future shareholder advisory votes on the compensation paid to the Company's named executive officers at the 2023-06-20 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-06-20
Exact text from the filing
3. The shareholders cast their votes with respect to the advisory (non-binding) vote on the frequency of future shareholder advisory votes on the compensation paid to the Company's named executive officers as follows: 1 Year 2 Years 3 Years Abstain Broker Non-Votes 22,469,364 55,241 310,879 8,719 2,525,917
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SHOE CARNIVAL INC shareholders approved Approval of the Restated Plan at the 2023-06-20 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-06-20
Exact text from the filing
4. By the following vote, the shareholders approved the Restated Plan: For Against Abstain Broker Non-Votes 22,185,909 631,236 27,058 2,525,917
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SHOE CARNIVAL INC shareholders approved Election of nominees for director to serve three-year terms expiring at the 2026 annual meeting at the 2023-06-20 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-20
Exact text from the filing
1. The nominees for director were elected to serve three-year terms expiring at the 2026 annual meeting of shareholders and until their successors are elected and have qualified, as follows: Nominee For Against Abstain Broker Non-Votes J. Wayne Weaver 21,884,708 917,668 41,827 2,525,917 Diane Randolph 18,669,366 4,134,026 40,811 2,525,917
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SHOE CARNIVAL INC shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for fiscal 2023 at the 2023-06-20 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-06-20
Exact text from the filing
5. The appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal 2023 was ratified by the following shareholder vote: For Against Abstain Broker Non-Votes 25,081,980 277,472 10,668 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
SHOE CARNIVAL INC shareholders approved Advisory vote on the compensation paid to the Company's named executive officers at the 2023-06-20 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-06-20
Exact text from the filing
2. By the following vote, the shareholders approved the advisory (non-binding) vote on the compensation paid to the Company's named executive officers: For Against Abstain Broker Non-Votes 22,525,746 243,299 75,158 2,525,917
View on SEC.gov
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