8-KThe WireRoutine
Shareholder Vote
Filed May 12, 2025 · 1y ago · Accession 0000950170-25-068809
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 08, 2025
CTS CORPORATION
(Exact name of Registrant as Specified in Its Charter)
Indiana
1-4639
35-0225010
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
4925 Indiana Avenue
Lisle , Illinois
60532
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (630) 577-8800
(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, no par value
CTS
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 Company held its Annual Meeting of Shareholders (the “Annual Meeting”) on May 8, 2025. At the Annual Meeting, all director nominees were elected. Proposals 2 and 3 were approved. The proposals below are described in more detail in the Company’s definitive proxy statement filed on March 28, 2025 (the “Proxy Statement”) for the Annual Meeting. The final results were as follows:
PROPOSAL 1 – Election of seven directors until the next annual meeting of shareholders:
DIRECTOR NOMINEE
NUMBER OF VOTES FOR
NUMBER OF VOTES AGAINST
NUMBER OF ABSTENTIONS
NUMBER OF BROKER NON-VOTES
Donna M. Costello
27,231,459
68,551
16,503
771,044
Amy M. Dodrill
27,019,436
273,811
23,266
771,044
William S. Johnson
27,125,567
174,469
16,477
771,044
Kieran M. O’Sullivan
26,865,017
432,766
18,730
771,044
Robert A. Profusek
26,257,754
1,042,477
16,282
771,044
Randy L. Stone
27,007,843
291,992
16,678
771,044
Alfonso G. Zulueta
26,996,687
294,308
25,518
771,044
PROPOSAL 2 – Approval, on a non-binding advisory basis, of the compensation of our named executive officers as described in the Proxy Statement:
NUMBER OF VOTES FOR
NUMBER OF VOTES AGAINST
NUMBER OF ABSTENTIONS
NUMBER OF BROKER NON-VOTES
26,405,567
829,460
81,486
771,044
PROPOSAL 3 – Ratification of the appointment of Grant Thornton, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:
NUMBER OF VOTES FOR
NUMBER OF VOTES AGAINST
NUMBER OF ABSTENTIONS
27,571,033
510,588
5,936
SIGNATURES
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.
Date:
May 12, 2025
By:
/s/ Deanna R. Kunze
Deanna R. Kunze
Deputy General Counsel and Corporate Secretary
Filing details
- Company
- CTS CORP
- Ticker
- CTS
- CIK
- 26058
- Form type
- 8-K
- Filing date
- May 12, 2025
- Report date
- May 8, 2025
- Document
- cts-20250508.htm
- Size
- 213 KB