Shareholder Vote

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): May 20, 2020 Tutor Perini Corporation (Exact Name of Registrant as Specified in its Charter)   Massachusetts (State or Other Jurisdiction of Incorporation) 1-6314 (Commission File Number) 04-1717070 (IRS Employer Identification No.)   15901 Olden Street , Sylmar , California 91342 -1093 (Address of Principal Executive Offices, and Zip Code)   ( 818 ) 362-8391 (Registrant’s Telephone Number, Including Area Code)   None (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))   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, $1.00 par value TPC The New York Stock Exchange 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.   The 2020 Annual Meeting of Shareholders (the “Annual Meeting”) of Tutor Perini Corporation (the “Company”) was held on May 20, 2020. At the Annual Meeting, the Company’s shareholders voted on four proposals as described in the Proxy Statement, as supplemented, and cast their votes as set forth below. Proposal 1: Election of Directors The Company’s shareholders elected each of the following 11 nominees for director to serve a one-year term expiring at the Company's 2021 Annual Meeting of Shareholders. The votes cast in the election of directors were as follows: Elected Directors Votes For Votes Withheld Broker Non-Votes Ronald N. Tutor 27,459,552 14,250,831 4,308,319 Peter Arkley 14,716,543 26,993,840 4,308,319 Sidney J. Feltenstein 24,991,334 16,719,049 4,308,319 James A. Frost 27,622,803 14,087,580 4,308,319 Michael F. Horodniceanu 25,092,867 16,617,516 4,308,319 Michael R. Klein 14,510,316 27,200,067 4,308,319 Robert C. Lieber 20,600,080 21,110,303 4,308,319 Dennis D. Oklak 25,093,464 16,616,919 4,308,319 Raymond R. Oneglia 22,141,294 19,569,089 4,308,319 Dale Anne Reiss 24,489,255 17,221,128 4,308,319 Dickran M. Tevrizian, Jr. 22,646,534 19,063,849 4,308,319 Proposal 2: Ratification of Appointment of Auditors The Company’s shareholders ratified the selection of Deloitte & Touche LLP, independent registered public accountants, as auditors of the Company for the year ending December 31, 2020. Voting results on this matter were as follows: Votes For Votes Against Abstentions Broker Non-Votes 45,179,360 798,946 40,396 0 Proposal 3: Advisory (Non-binding) Vote to Approve Tutor Perini’s Named Executive Officer Compensation The Company’s shareholders cast their votes with respect to the advisory (non-binding) vote to approve named executive officer compensation as set forth below: Votes For Votes Against Abstentions Broker Non-Votes 14,149,053 26,994,620 566,710 4,308,319 2 Proposal 4: Approval of Amendment to Restated Articles of Organization The Company’s shareholders approved an amendment to the Company’s Restated Articles of Organization, as amended, to increase the number of authorized shares of the Company’s common stock from 75,000,000 to 112,500,000 . Voting results on this matter were as follows : Votes For Votes Against Abstentions Broker Non-Votes 44,176,381 1,121,008 721,313 0   ‎ 3 SIGNATURE   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. TUTOR PERINI CORPORATION Date: May 22, 2020 By : /s/ Gary G. Smalley Gary G. Smalley Executive Vice President and Chief Financial Officer   4