8-K
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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): June 01, 2022

 

 

Yellow Corporation

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

0-12255

48-0948788

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

501 Commerce Street, Suite 1120

 

Nashville, Tennessee

 

37203

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (913) 696-6100

 

 

(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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.01 par value per share

 

YELL

 

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company 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 holders of our outstanding common stock and Series A Voting Preferred Stock voted together as a single class on all proposals at the Annual Meeting held June 1, 2022. Each share of common stock and Series A Voting Preferred Stock was entitled to one vote.

At the Annual Meeting, holders of our common stock and Series A Voting Preferred Stock voted on the following proposals:
 

 

Proposal 1

Each nominee under Proposal 1 was elected to the Board of Directors.

 

Director Nominees

 

Number of Votes For

 

 

Number of Votes Against

 

 

Abstentions

 

 

Broker Non-Votes

 

Matthew A. Doheny

 

 

37,609,658

 

 

 

666,122

 

 

 

135,297

 

 

 

6,672,498

 

Javier L. Evans

 

 

37,768,539

 

 

 

508,748

 

 

 

133,790

 

 

 

6,672,498

 

Darren D. Hawkins

 

 

37,780,963

 

 

 

580,478

 

 

 

49,636

 

 

 

6,672,498

 

James E. Hoffman

 

 

37,690,906

 

 

 

648,581

 

 

 

71,590

 

 

 

6,672,498

 

Shaunna D. Jones

 

 

37,759,226

 

 

 

584,150

 

 

 

67,701

 

 

 

6,672,498

 

Susana Martinez

 

 

37,643,340

 

 

 

700,069

 

 

 

67,668

 

 

 

6,672,498

 

David S. McClimon

 

 

33,031,629

 

 

 

5,329,920

 

 

 

49,528

 

 

 

6,672,498

 

Patricia M. Nazemetz

 

 

32,582,904

 

 

 

5,761,904

 

 

 

66,269

 

 

 

6,672,498

 

Chris T. Sultemeier

 

 

37,586,017

 

 

 

756,885

 

 

 

68,175

 

 

 

6,672,498

 

 

Proposal 2

The appointment of KPMG LLP as our independent registered public accounting firm for 2022 was ratified.

 

Number of Votes For

 

 

Number of Votes Against

 

 

Number of Votes Abstaining

 

 

44,141,900

 

 

 

848,858

 

 

 

92,817

 

 

Proposal 3

The advisory vote on named executive officer compensation was not approved.

 

Number of Votes For

 

 

Number of Votes Against

 

 

Number of Votes Abstaining

 

 

Broker Non-Votes

 

 

17,115,438

 

 

 

21,236,170

 

 

 

59,469

 

 

 

6,672,498

 

 

 


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 thereunto duly authorized.

 

 

 

YELLOW CORPORATION

 

 

 

 

Date:

June 3, 2022

By:

/s/ Leah K. Dawson

 

 

 

Leah K. Dawson

Executive Vice President, General Counsel and Secretary