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TITN > SEC Filings for TITN > Form 8-K on 3-Jun-2014All Recent SEC Filings

Show all filings for TITAN MACHINERY INC.



Change in Directors or Principal Officers, Submission of Matters to a Vote o

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. At the annual meeting of stockholders (the "Annual Meeting") of Titan Machinery Inc. (the "Company") held on May 29, 2014, the Company's stockholders approved the Titan Machinery Inc. 2014 Equity Incentive Plan (the "Plan"). The Company's Board of Directors unanimously approved the Plan on April 8, 2014, subject to stockholder approval. A description of the Plan was set forth in the Company's 2014 Proxy Statement filed with the Securities and Exchange Commission on April 25, 2014 under the heading "Approval of 2014 Equity Incentive Plan (Proposal
4)," which description is incorporated herein by reference. Such description is qualified in its entirety by reference to the full text of the Plan, a copy of which is attached to this Form 8-K and incorporated by reference herein.

Item 5.07 Submission of Matters to a Vote of Security Holders.

The votes cast with respect to each item of business properly presented at the Annual Meeting are as follows:

Proposal No. 1 - The stockholders elected each of the three Class I nominees to the Board of Directors for a three-year term.
Votes For Votes Withheld Broker Non-Votes Tony Christianson 14,987,147 1,414,251 2,668,563 James Irwin 16,000,983 400,415 2,668,563 Theodore Wright 16,074,255 327,143 2,668,563

Proposal No. 2 - The stockholders adopted the non-binding resolution approving the compensation of the Company's Named Executive Officers as described in the Company's 2014 Proxy Statement.
Votes For Votes Against Votes Abstained Broker Non-Votes 16,090,604 112,351 198,443 2,668,563

Proposal No. 3 -The stockholders ratified the appointment of Deloitte & Touche LLP as the Company's Registered Independent Public Accounting Firm for the fiscal year ended January 31, 2015.
Votes For Votes Against Votes Abstained Broker Non-Votes 18,981,495 71,152 17,314 0

Proposal No. 4 -The stockholders approved the Company's 2014 Equity Incentive Plan.
Votes For Votes Against Votes Abstained Broker Non-Votes 16,133,443 246,467 21,488 2,668,563

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

10.1 Titan Machinery Inc. 2014 Equity Incentive Plan.

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