NASDAQ_TXRH_2019

(coco) #1

PRESENTATION OF PROPOSALS................................................


PROPOSAL 1


ELECTION OF DIRECTORS


The Company’s bylaws provide for not less than one and not more than 15 directors. Our Board
currently consists of five directors. At the Annual Meeting, we are electing five directors to hold office
until the Annual Meeting of Shareholders in 2021 and until a successor is elected and qualified. Although
it is not anticipated that any of the nominees listed below will decline or be unable to serve, if that should
occur, the proxy holders may, in their discretion, vote for a substitute nominee.


Nominees for Election as Directors


Set forth below are the Board members who will stand for re-election at the Annual Meeting,
together with their age, all Company positions and offices they currently hold, and the year in which they
joined the Board.


Director
Name Age Position or Office Since
Gregory N. Moore 70 Director 2005
W. Kent Taylor 64 Director; Chairman & CEO 2004
Curtis A. Warfield 51 Director 2018
Kathleen M. Widmer 58 Director 2013
James R. Zarley 75 Director 2004

Recommendation


THE BOARD RECOMMENDS THAT SHAREHOLDERS VOTE ‘‘FOR’’ THE ELECTION OF THE
NOMINEES FOR THE DIRECTORS OF THE COMPANY SET FORTH ABOVE.

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