Washington, D.C. 20549


(Amendment No. 1)


Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 22, 2017


(Exact name of registrant as specified in its charter)







(State or other

jurisdiction of incorporation)



File Number)


(I.R.S. Employer

Identification No.)

4400 West 78th Street, Suite 520, Minneapolis, Minnesota



(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (952) 835-1874

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:

☐ 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))

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.  ☐


Explanatory Note

This Current Report on Form 8-K/A (the “Amendment”) is being filed as an amendment to the Current Report on Form 8-K filed by Apogee Enterprises, Inc. (the “Company”) on June 28, 2017 (the “Initial 8-K”). The Initial 8-K was filed with the Securities and Exchange Commission to report the results of the matters submitted to a vote by the Company’s shareholders at the Company’s 2017 Annual Meeting of Shareholders held on June 22, 2017 (the “2017 Annual Meeting”). The sole purpose of this Amendment is to disclose, in accordance with Item 5.07(d) of Form 8-K, the Company’s decision as to how frequently the Company will conduct future shareholder advisory votes on executive compensation.


Item 5.07 Submission of Matters to a Vote of Security Holders


(d) Frequency of Shareholder Advisory Votes on Executive Compensation

After consideration of the results of the shareholder advisory vote on the frequency of future shareholder advisory votes on executive compensation at the 2017 Annual Meeting, the Board of Directors of the Company has determined, at a meeting held on October 4, 2017, that advisory votes on executive compensation will be held annually until the next shareholder advisory vote on the frequency of the shareholder advisory votes on executive compensation.


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, thereunto duly authorized.



/s/ Patricia A. Beithon


Patricia A. Beithon

General Counsel and Secretary

Dated: December 26, 2017