UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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(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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 14, 2023. 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 |
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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Matthew A. Doheny |
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23,976,982 |
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4,714,315 |
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593,508 |
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11,007,418 |
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Javier L. Evans |
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24,850,388 |
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3,855,451 |
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578,966 |
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11,007,418 |
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Darren D. Hawkins |
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25,101,012 |
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3,627,219 |
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556,574 |
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11,007,418 |
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James E. Hoffman |
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25,002,547 |
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3,722,431 |
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559,827 |
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11,007,418 |
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Shaunna D. Jones |
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25,350,008 |
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3,812,368 |
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122,429 |
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11,007,418 |
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Susana Martinez |
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24,092,004 |
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4,504,495 |
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688,305 |
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11,007,418 |
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David S. McClimon |
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25,048,578 |
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3,667,332 |
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568,895 |
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11,007,418 |
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Patricia M. Nazemetz |
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24,044,149 |
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4,653,972 |
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586,684 |
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11,007,418 |
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Chris T. Sultemeier |
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24,375,180 |
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4,339,222 |
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570,403 |
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11,007,418 |
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Proposal 2
The appointment of KPMG LLP as our independent registered public accounting firm for 2023 was ratified.
Votes For |
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Votes Against |
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Abstentions |
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38,380,852 |
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1,736,100 |
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175,271 |
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Proposal 3
The advisory vote on our named executive officer compensation was approved.
Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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24,368,711 |
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4,200,359 |
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715,735 |
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11,007,418 |
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Proposal 4
The vote on the frequency, on an advisory basis, of the advisory vote on our named executive officer compensation was every one year.
Votes For 1 Year |
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Votes For 2 Years |
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Votes For 3 Years |
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Abstentions |
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Broker Non-Votes |
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28,081,512 |
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574,521 |
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173,348 |
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455,424 |
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11,007,418 |
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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.
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YELLOW CORPORATION |
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Date: |
June 15, 2023 |
By: |
/s/ Leah K. Dawson |
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Leah K. Dawson |