Document


 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 1, 2019
 
dixiegroupa47.jpg
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.)

475 Reed Road, Dalton, Georgia
 
30720
(Address of principal executive offices)
 
(zip code)
 
(706) 876-5800
(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))

 

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 Item 5.07 Submission of Matters to a Vote of Security Holders
 
The 2019 annual meeting of the shareholders (the “meeting”) of the Dixie Group, Inc. (the “Company”) was held on May 1, 2019. 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 was set at eight, and the individuals listed below were elected for a term of one year each, as follows:
 
Votes For

Votes Against

Abstentions
Broker Non-Votes

 
 
 
 
 
William F. Blue, Jr.
26,722,612

272,046

 
4,531,967

 
 
 
 
 
Charles E. Brock
26,321,953

672,705

 
4,531,967

 
 
 
 
 
Daniel K. Frierson
26,591,397

403,261

 
4,531,967

 
 
 
 
 
D. Kennedy Frierson, Jr.
26,666,287

328,371

 
4,531,967

 
 
 
 
 
Lowry F. Kline
26,644,748

349,910

 
4,531,967

 
 
 
 
 
Hilda S. Murray
26,714,719

279,939

 
4,531,967

 
 
 
 
 
Michael L. Owens
26,322,470

672,188

 
4,531,967



Proposal 2 - Approval of the Company's Executive Compensation for its named executive officers ("Say-on-Pay").
 
Votes For

Votes Against

Abstentions

Broker Non-Votes

 
 
 
 
 
 
25,446,998

1,531,152

16,508

4,531,967


Proposal 3 - Approval of the frequency of the say-on-pay advisory vote to be "one year".
 
Votes For One Year

Votes For Two Years

Votes for Three Years

Abstentions

Broker Non-Votes

 
 
 
 
 
 
 
25,517,034

9,436

1,178,170

290,018

4,531,967



Proposal 4 - Approval of Dixon Hughes Goodman LLP to serve as independent registered public accountants of the Company for 2019.
 
Votes For

Votes Against

Abstentions

Broker Non-Votes

 
 
 
 
 
 
31,320,338

181,623

24,664

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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 hereunto duly authorized.
 
Date: May 3, 2019
 
THE DIXIE GROUP, INC.
 
 
 
 
 
 By: /s/ Jon A. Faulkner   
 
 
Jon A. Faulkner
 
 
Chief Financial Officer


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