Harbinger Group Inc.
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SEC Filings

DEF 14A
HRG GROUP, INC. filed this Form DEF 14A on 11/15/1995
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<PAGE>
 

<TABLE>
<CAPTION>
                                                     JUNE 30, 1995 JUNE 30, 1994
                                                     ------------- -------------
<S>                                                  <C>           <C>
FLEET UTILIZATION:
  Horsepower........................................       81.5%         77.8%
MONTHLY RENTAL RATE, BASED ON:
  Horsepower........................................   $  15.54      $  17.43
FLEET SIZE:
  Number of units...................................        771           701
  Horsepower........................................    129,467       107,494
</TABLE>

 
  Reflecting the effects of low natural gas prices, Energy Industries'
operating results continued to be negatively impacted during the third quarter
of fiscal 1995. As a result, Energy Industries' operating income during the
third quarter of fiscal 1995 compared unfavorably to the third quarter income
of fiscal 1994.
 
                           PART II OTHER INFORMATION
 
I
TEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS
 
  The Company held its 1995 Annual Meeting of Stockholders on July 27, 1995
(the "1995 Annual Meeting"). An aggregate of 29,505,034 shares of the
Company's equity securities were outstanding and entitled to vote at the 1995
Annual Meeting as follows: 29,502,407 shares of Common Stock and 2,627 shares
of $2 Noncumulative Convertible Preference Stock. At this meeting, the
stockholders voted on the following matters:
 
                        ELECTION OF CLASS III DIRECTORS
 

<TABLE>
<CAPTION>
                                                             FOR      AGAINST
                                                          ---------- ---------
   <S>                                                    <C>        <C>
   Robert V. Leffler, Jr................................. 23,515,741 1,523,931
   W. George Loar........................................ 23,510,424 1,529,248
</TABLE>

 
  In addition to the Class III Directors elected at the 1995 Annual Meeting,
Malcolm I. Glazer and Ronald C. Lassiter continue to serve as Class I
Directors until the 1996 Annual Meeting of Stockholders, and Avram A. Glazer
and Peter M. Holt continue to serve as Class II Directors until the 1997
Annual Meeting of Stockholders.
 
                        RATIFICATION OF THE APPOINTMENT
                        OF COOPERS & LYBRAND L.L.P. AS
                        INDEPENDENT PUBLIC ACCOUNTANTS
 

<TABLE>
<CAPTION>
                                                                                              BROKER
      FOR                  AGAINST                         ABSTAINED                         NON-VOTE
      ---                  -------                         ---------                         --------
   <S>                     <C>                             <C>                               <C>
   24,603,811              329,905                          108,067                           91,175
</TABLE>

 
  Subject to stockholder approval, the Board of Directors of the Company
appointed Coopers & Lybrand L.L.P. to serve as the Company's independent
public accountants for the year ending September 30, 1995.
 
                   STOCKHOLDER PROPOSAL ON CUMULATIVE VOTING
 

<TABLE>
<CAPTION>
                                                                                           BROKER
      FOR                 AGAINST                         ABSTAINED                       NON-VOTE
      ---                ----------                       ---------                       ---------
   <S>                   <C>                              <C>                             <C>
   1,874,627             15,385,521                        234,018                        8,250,338
</TABLE>

 
  Mr. Martin Glotzer, a stockholder of the Company, presented the stockholder
proposal to be voted on at the 1995 Annual Meeting in which he requested that
the stockholders of the Company amend the Company's Restated Certificate of
Incorporation, as amended, to provide for cumulative voting on the election of
directors of the Company.
 
                                      14

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