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INTERFACE INC Regulatory Filings 2012

May 18, 2012

31898_rns_2012-05-18_60a46921-efbf-46f4-bd22-bc08390a3541.zip

Regulatory Filings

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8-K 1 form8-k.htm INTERFACE, INC. RESULTS OF ANNUAL MEETING OF SHAREHOLDERS HELD MAY 17, 2012 form8-k.htm Licensed to: interface, Inc. Document Created using EDGARizer 2020 5.4.1.0 Copyright 1995 - 2009 Thomson Reuters. All rights reserved.

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 17, 2012

INTERFACE, INC.

(Exact name of Registrant as Specified in its Charter)

Georgia 001-33994 58-1451243
(State or other Jurisdiction of Incorporation or Organization) (Commission File Number) (IRS Employer Identification No.)
2859 Paces Ferry Road, Suite 2000 Atlanta, Georgia 30339
(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (770) 437-6800

Not Applicable

(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

Annual Meeting of Shareholders

(a) The Company held its annual meeting of shareholders on May 17, 2012.

(b) The matters considered at the annual meeting, and votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, relating to each matter are as follows:

(i) Election of Directors (elected by plurality vote):

Edward C. Callaway 40,653,295 18,271,307 2,539,192
Dianne Dillon-Ridgley 40,211,217 18,713,385 2,539,192
Carl I. Gable 40,492,332 18,432,270 2,539,192
Daniel T. Hendrix 42,141,281 16,783,321 2,539,192
June M. Henton 39,765,835 19,158,767 2,539,192
Christopher G. Kennedy 39,785,889 19,138,713 2,539,192
K. David Kohler 40,515,215 18,409,387 2,539,192
James B. Miller, Jr. 40,248,640 18,675,962 2,539,192
Harold M. Paisner 40,499,702 18,424,900 2,539,192

(ii) Approval of executive compensation:

For: 54,759,615
Against: 3,392,463
Abstain: 772,524
Non-Votes: 2,539,192

(iii) Ratification of the appointment of BDO USA, LLP to serve as independent auditors for 2012:

For: 60,905,718
Against: 545,017
Abstain: 13,059
Non-Votes 0

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.

INTERFACE, INC.
By: /s/ Raymond S. Willoch
Raymond S. Willoch
Senior Vice President
Date: May 18, 2012