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): February 21, 2012
Alico Inc.
(Exact name of registrant as specified in its charter)
| Florida | 0-261 | 59-0906081 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
10070 Daniels Interstate Court Suite 100
Fort Myers, FL 33913
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (239) 226-2000
Check the appropriate box below if the Form 8-K 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)) |
| Section 5 | Submission of Matters to a Vote of Security Holders |
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
Alico Inc. (the “Company”) held its Annual Meeting of Shareholders on February 17, 2012. There were 7,349,410 shares of common stock entitled to be voted and 6,758,574 shares were voted in person or by proxy. The Company’s inspector of elections certified the following vote tabulations:
Proposal 1: The following nominees were elected to serve on the Board of Directors:
| FOR | AGAINST | WITHHELD | BROKER NON-VOTES |
|||||||||||||
| John R. Alexander |
5,630,933 | — | 61,110 | 1,066,531 | ||||||||||||
| JD Alexander |
5,632,853 | — | 59,190 | 1,066,531 | ||||||||||||
| Robert E. Lee Caswell |
5,632,806 | — | 59,237 | 1,066,531 | ||||||||||||
| Thomas H. McAuley |
5,627,272 | — | 64,771 | 1,066,531 | ||||||||||||
| Charles L. Palmer |
5,628,418 | — | 63,625 | 1,066,531 | ||||||||||||
| Ramon A. Rodriguez |
5,649,332 | — | 42,711 | 1,066,531 | ||||||||||||
| John D. Rood |
5,647,782 | — | 44,261 | 1,066,531 | ||||||||||||
| Robert J. Viguet, Jr. |
5,592,995 | — | 99,048 | 1,066,531 | ||||||||||||
| Gordon Walker Ph.D. |
5,624,781 | — | 67,262 | 1,066,531 | ||||||||||||
Proposal 2: The ratification of the Audit Committee’s selection of McGladrey & Pullen L.L.P. as the Company’s independent registered public accounting firm for fiscal year 2012.
| FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTES | |||
| 6,722,611 |
29,724 | 6,239 | N/A |
Proposal 3: The compensation of the named executive officers as disclosed in the Company’s proxy statement was approved on an advisory basis.
| FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTES | |||
| 5,539,847 |
113,027 | 39,169 | 1,066,531 |
| Section 8 | Other Events |
| Item 8.01 | Other Events |
On February 17, 2012, the Board of Directors of the Company declared a cash dividend of $0.04 per share on its outstanding common stock to be paid to shareholders of record as of March 30, 2012, with the payment expected on April 16, 2012. A copy of the press release is furnished within this report as Exhibit 99.1.
| Section 9 | Financial Statements and Exhibits |
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits. |
| 99.1 | Alico, Inc. Press Release dated February 21, 2012. |
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.
| Date: February 21, 2012 | ALICO, INC. | |||
| By: | /s/ W. Mark Humphrey | |||
| W. Mark Humphrey | ||||
| Senior Vice President and Chief Financial Officer | ||||