false 0001012019 0001012019 2022-05-17 2022-05-17 0001012019 rusha:ClassACommonStockCustomMember 2022-05-17 2022-05-17 0001012019 rusha:ClassBCommonStockCustomMember 2022-05-17 2022-05-17

Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 17, 2022
Rush Enterprises, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
555 IH-35 South, Suite 500
New Braunfels, Texas
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (830) 302-5200
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
Class A Common Stock, par value $0.01 per share
Nasdaq Global Select Market
Class B Common Stock, par value $0.01 per share
Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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.
On May 17, 2022, Rush Enterprises, Inc. (the “Company”) held its 2022 Annual Meeting of Shareholders (the “2022 Annual Meeting”). At the 2022 Annual Meeting, the holders of 41,090,920 shares of Class A Common Stock and the holders of 10,974,795 shares of Class B Common Stock cast votes, either in person or by proxy. Set forth below are the final voting results for the proposals voted upon at the 2022 Annual Meeting. The 2022 Proxy Statement contains a detailed description of the proposals.
Proposal 1 Election of Directors. The Company’s shareholders elected W.M. “Rusty” Rush, Thomas A. Akin, Raymond J. Chess, William H. Cary, Dr. Kennon H. Guglielmo, Elaine Mendoza and Troy A. Clarke as directors to hold office until the Company’s 2023 Annual Meeting of Shareholders. The voting results for each of these individuals were as follows:
Votes For
W. M. “Rusty” Rush
      11,587,354       128,879       1,313,108  
Thomas A. Akin
      11,560,494       155,739       1,313,108  
Raymond J. Chess
      10,840,644       875,589       1,313,108  
William H. Cary
      11,624,369       91,864       1,313,108  
Dr. Kennon H. Guglielmo
      10,431,081       1,285,152       1,313,108  
Elaine Mendoza
      11,384,180       332,053       1,313,108  
Troy A. Clarke
      11,685,101       31,132       1,313,108  
Proposal 2 Ratification of the Companys Independent Registered Public Accounting Firm. The Company’s shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2022 fiscal year. The voting results were as follows:
Votes For
Votes Against
12,839,424       185,952       3,965  

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.
Dated: May 19, 2022
/s/ Michael Goldstone
Vice President, General Counsel and
Corporate Secretary