false000169033400016903342024-06-062024-06-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): June 6, 2024

SEACOR Marine Holdings Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

001-37966

47-2564547

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

12121 Wickchester Lane, Suite 500, Houston, TX

77079

(Address of Principal Executive Offices)

(Zip Code)

 

 

 

 

Registrant's telephone number, including area code

(346) 980-1700

 

 

 

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):

☐

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 Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

SMHI

New York Stock Exchange (“NYSE”)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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

At the 2024 Annual Meeting of Stockholders of SEACOR Marine Holdings Inc. (the “Company”), held on June 4, 2024, the Company’s stockholders voted on proposals to: (i) elect directors to the board of directors of the Company (the “Board”), (ii) approve, on an advisory basis, the Company’s named executive officer compensation, and (iii) ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

All nominees for election to the Board were elected for a term that will continue until the next annual meeting of stockholders or until the director’s successor has been duly elected and qualified (or the director’s earlier resignation, death or removal). The Company’s stockholders also (i) approved, on an advisory basis, the Company’s named executive officer compensation, and (ii) ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

The number of votes cast for, withheld or against and the number of abstentions and broker non-votes with respect to each proposal, as applicable, is set forth below. The Company’s independent inspector of election reported the final vote of the stockholders as follows:

Proposal No. 1 – Election of Directors

Director Name

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

Andrew R. Morse

 

17,658,912

 

510,166

 

2,848,968

John Gellert

 

18,083,807

 

84,717

 

2,849,522

R. Christopher Regan

 

16,768,612

 

1,221,937

 

3,027,497

Julie Persily

 

17,708,416

 

460,662

 

2,848,968

Alfredo Miguel Bejos

 

17,392,439

 

597,557

 

3,028,050

Proposal No. 2 – Advisory Vote to Approve the Company’s Named Executive Officer Compensation

Votes For

Votes Against

Abstain

Broker Non-Votes

17,790,433

373,381

5,264

2,848,968

Proposal No. 3 – Ratification of Grant Thornton LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2024

Votes For

Votes Against

Abstain

Broker Non-Votes

20,935,348

79,212

3,486

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.

 

SEACOR Marine Holdings Inc.

June 6, 2024

By:

/s/ Andrew H. Everett II

Name: Andrew H. Everett II

Title: Senior Vice President, General Counsel and Secretary

 

v3.24.1.1.u2
Document and Entity Information
Jun. 06, 2024
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001690334
Document Type 8-K
Document Period End Date Jun. 06, 2024
Entity Registrant Name SEACOR Marine Holdings Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-37966
Entity Tax Identification Number 47-2564547
Entity Address, Address Line One 12121 Wickchester Lane
Entity Address, Address Line Two Suite 500
Entity Address, City or Town Houston
Entity Address, State or Province TX
Entity Address, Postal Zip Code 77079
City Area Code (346)
Local Phone Number 980-1700
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common stock, par value $0.01 per share
Trading Symbol SMHI
Security Exchange Name NYSE
Entity Emerging Growth Company false
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