Results of Operations · Shareholder Vote

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):  April 26, 2017 Kirby Corporation (Exact name of registrant as specified in its charter) Nevada 1-7615 74-1884980 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 55 Waugh Drive, Suite 1000   77007 Houston, Texas   (Zip Code) (Address of principal executive offices)   Registrant’s telephone number, including area code: (713) 435-1000 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)) 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 2.02. Results of Operations and Financial Condition On April 26, 2017, Kirby Corporation (“Kirby”) issued a press release announcing earnings for the first quarter ended March 31, 2017.  A copy of the press release is attached as Exhibit 99.1 to this report. EBITDA, a non-GAAP financial measure, is used in the press release.  Kirby defines EBITDA as net earnings attributable to Kirby before interest expense, taxes on income, depreciation and amortization.  Kirby has historically evaluated its operating performance using numerous measures, one of which is EBITDA.  EBITDA is presented because of its wide acceptance as a financial indicator.  EBITDA is one of the performance measures used in Kirby’s incentive bonus plan.  EBITDA is also used by rating agencies in determining Kirby’s credit rating and by analysts publishing research reports on Kirby, as well as by investors and investment bankers generally in valuing companies.  A quantitative reconciliation of EBITDA to GAAP net earnings attributable to Kirby for the 2017 and 2016 first quarters is included in the press release. Item 5.07. Submission of Matters to a Vote of Security Holders Kirby held its Annual Meeting of Stockholders on April 25, 2017, at which the stockholders voted on the following matters: 1.            Richard J. Alario, David W. Grzebinski and Richard R. Stewart were elected Class I directors of Kirby to serve until the 2020 Annual Meeting of Stockholders by the following vote:     For     Against     Abstain     Broker Non-Votes   Richard J. Alario     48,199,478       309,957       7,002       1,599,019   David W. Grzebinski     48,313,385       196,046       7,006       1,599,019   Richard R. Stewart     48,334,868       174,617       6,952       1,599,019   2.            The Audit Committee’s selection of KPMG LLP as Kirby’s independent registered public accounting firm for 2017 was ratified by the following vote: For     49,943,328   Against     164,314   Abstain     7,814   3.            Advisory vote on the approval of the compensation of Kirby’s named executive officers: For     44,661,797   Against     3,788,838   Abstain     65,802   Broker non-votes     1,599,019   4.            Advisory vote on the frequency of advisory votes on executive compensation: One year     43,584,865   Two years     724,402   Three years     3,415,927   Abstain     790,243   Broker non-votes     1,599,019   Kirby has decided to include an advisory vote on executive compensation in its proxy materials every year until the next required vote on the frequency of advisory votes on executive compensation.   Item 9.01. Financial Statements and Exhibits   (d) Exhibits:   99.1 Press release dated April 26, 2017   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 thereunto duly authorized.    KIRBY CORPORATION (Registrant)             By: /s/ C. Andrew Smith       C. Andrew Smith       Executive Vice President       and Chief Financial Officer           Dated:  April 27, 2017         EXHIBIT INDEX Exhibit 99.1 Press release dated April 26, 2017