Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 28, 2021
DELUXE CORPORATION
(Exact name of registrant as specified in its charter)
MN
1-7945
41-0216800
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
3680 Victoria St. N.
Shoreview
MN
55126-2966
(Address of principal executive offices)
(Zip Code)
(651) 483-7111
Registrant's telephone number, including area code
N/A
(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 communication 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, par value $1.00 per share
DLX
NYSE
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. ☐
Section 5 - Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
We held our annual shareholders' meeting on April 28, 2021. 38,275,554 shares were represented (90.9% of the 42,100,275 shares outstanding and entitled to vote at the meeting). Three items were considered at the meeting, and the results of the voting were as follows:
(1) Election of Directors:
Shareholders were asked to elect nine directors to hold office until the 2022 annual meeting of shareholders. The nominees for director and the results of the voting were as follows:
For
Withheld
Broker non-vote
William C. Cobb
35,120,422
402,001
2,753,131
Paul R. Garcia
35,036,753
485,670
2,753,131
Cheryl E. Mayberry McKissack
33,959,381
1,563,042
2,753,131
Barry C. McCarthy
34,967,141
555,282
2,753,131
Don J. McGrath
34,192,520
1,329,903
2,753,131
Thomas J. Reddin
34,259,085
1,263,338
2,753,131
Martyn R. Redgrave
34,162,479
1,359,944
2,753,131
John L. Stauch
35,115,808
406,615
2,753,131
Victoria A. Treyger
34,794,343
728,080
2,753,131
(2) A non-binding resolution to approve the compensation of our named executive officers, as described in the proxy statement filed in connection with the annual meeting:
For
33,412,018
Against
1,918,750
Abstain
191,655
Broker non-vote
2,753,131
(3) Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021:
For
37,565,951
Against
559,377
Abstain
150,226
2
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description
101.INS
XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
Cover page interactive data file (formatted as Inline XBRL and contained in Exhibit 101)
3
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.
