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 17, 2016
Carriage Services, Inc.
(Exact name of registrant as specified in is charter)
Delaware | 1-11961 | 76-0423828 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
3040 Post Oak Boulevard, Suite 300
Houston, Texas 77056
(Address, including zip code, of principal executive offices)
Registrant’s telephone number, including area code: (713) 332-8400
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)) |
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The 2016 Annual Meeting of Stockholders of Carriage Services, Inc. (the “Company”) was held on May 17, 2016. As of the record date for the meeting, we had 16,601,880 shares of Common Stock outstanding, each of which was entitled to one vote. The matters presented for a vote and the related results are as follows:
PROPOSAL 1 – ELECTION OF DIRECTORS
Proposal 1 was the election of two nominees to serve as Class II directors for a new three-year term expiring on the date of the 2019 annual meeting. The result of the vote was as follows:
Nominee | Votes For | Votes Withheld | Broker Non-Votes | ||||||
Barry K. Fingerhut | 8,293,260 | 3,077,159 | 3,206,719 | ||||||
Bryan D. Leibman | 11,257,036 | 113,383 | 3,206,719 | ||||||
Pursuant to the foregoing votes, the director nominees were duly elected.
PROPOSAL 2 – ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION
Proposal 2 was the approval of the named executive officer compensation. The result of the vote was as follows:
Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
7,638,458 | 3,717,223 | 14,737 | 3,206,719 | ||||||||
Pursuant to the foregoing votes, the named executive officer compensation was approved on an advisory basis.
PROPOSAL 3 – RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Proposal 3 was the ratification of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2016. The result of the vote was as follows:
Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
14,542,547 | 24,065 | 10,526 | — | ||||||||
Pursuant to the foregoing votes, the selection of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2016 was ratified.
ITEM 8.01 OTHER EVENTS.
On May 19, 2016, the Company issued a press release announcing that its Board of Directors has approved the increase of its quarterly cash dividend policy for its common stock from $0.025 per share to $0.05 per share, effective to payments payable on September 1, 2016 and later. The Company also has a dividend reinvestment program that is available so that shareholders may elect to reinvest their dividends into additional shares of the Company's common stock. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits. The following are furnished as part of this current report on Form 8-K:
Exhibit No. | Description of Exhibit | |
99.1 | Press Release dated May 19, 2016. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Carriage Services, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CARRIAGE SERVICES, INC. | |||
Dated: May 19, 2016 | By: | /s/ Viki K. Blinderman | |
Viki K. Blinderman | |||
Co-Chief Financial Officer, Chief Accounting Officer and Secretary | |||
(Principal Accounting Officer) | |||
Exhibit 99.1
CARRIAGE SERVICES RAISES QUARTERLY CASH DIVIDEND TO 5¢/QTR
HOUSTON May 19, 2016 - Carriage Services, Inc. (NYSE: CSV) today announced that its Board of Directors has approved the increase of its quarterly cash dividend policy for its Common Stock from 2.5¢ to 5¢ per share, effective to payments payable on September 1, 2016 and later. The Company initiated their quarterly cash dividend policy in May 2011. The Company also has a dividend reinvestment program that is available so that shareholders may elect to reinvest their dividends into additional shares of the Company's common stock.
Melvin C. Payne, Chief Executive Officer, stated “I am extremely pleased to announce that our Board of Directors increased the common share dividend to 5¢ per share. In 2015, we achieved Adjusted Consolidated EBITDA of $71.1 million and generated Adjusted Free Cash Flow of $43.7 million reflecting the strength in our financial position. Accordingly, we have the financial capacity to return value to our shareholders with a cash dividend policy that will pay out about $3.3 million in annual dividends, approximately a 1% dividend yield. Having evolved Carriage into a superior consolidation and operating platform within our industry, we are committed to our Ten Year Vision of long term shareholder value creation, as follows:
Become recognized by institutional investors and those in our industry as a superior Consolidation, Operating and Value Creation Investment Platform by consistently allocating our precious capital, especially our growing Free Cash Flow, with disciplined savviness and flexibility among various investment options so as to maximize the intrinsic value of Carriage per share over the next ten years.”
Carriage Services is a leading provider of funeral and cemetery services and merchandise in the United States. Carriage operates 167 funeral homes in 27 states and 32 cemeteries in 11 states.