J.B. Hunt Transport Services 8-K 2022-04-28

Filed 2022-04-29. 1 sections, 5K characters. Original on sec.gov · Markdown · JSON

Form 8-K

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): April 28, 2022

J.B. HUNT TRANSPORT SERVICES, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Arkansas0-1175771-0335111
(State or other Jurisdiction of Incorporation or OrganizationCommission File Number(IRS Employer Identification No.)
615 J.B. Hunt Corporate Drive Lowell, Arkansas72745(479) 820-0000
(Address of Principal Executive Offices)(Zip Code)(Registrant’s telephone number)

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 Exchange Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valueJBHTNASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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

Our Annual Meeting of Stockholders was held on April 28, 2022. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. The following three matters were included in our proxy dated March 24, 2022 and were voted upon at the annual meeting. Final vote tabulations are indicated below:

1.To elect Directors for a term of one (1) year:
ForAgainstAbstainNon Votes
Douglas G. Duncan90,962,7933,501,06139,2995,052,758
Francesca M. Edwardson92,089,3492,373,38340,4215,052,758
Wayne Garrison87,993,0636,487,97622,1145,052,758
Sharilyn S. Gasaway90,097,6864,366,84038,6275,052,758
Gary C. George87,737,6326,739,36226,1595,052,758
Thad Hill91,910,1292,438,743154,2815,052,758
J. Bryan Hunt, Jr.84,594,2449,771,626137,2835,052,758
Gale V. King92,405,8391,941,565155,7505,052,758
John N. Roberts, III92,595,3611,884,46723,3255,052,758
James L. Robo85,298,4499,165,19839,5065,052,758
Kirk Thompson88,988,4625,490,96823,7235,052,758
2.To consider and approve an advisory resolution regarding the Company’s compensation of its named executive officers:
For91,417,950
Against2,989,504
Abstain95,699
Non Votes5,052,758
3.To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2022 calendar year:
For99,253,049
Against63,255
Abstain239,608
Non Votes-

No additional business or other matters came before the meeting or any adjournment thereof.

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 on the 29th day of April 2022.

J.B. HUNT TRANSPORT SERVICES, INC.
By:/s/ John N. Roberts, III
John N. Roberts, III President and Chief Executive Officer (Principal Executive Officer)
By:/s/ John Kuhlow
John Kuhlow Chief Financial Officer, Executive Vice President (Principal Financial Officer)