8-KThe WireStrategic
Results of Operations · Shareholder Vote
Filed Apr 29, 2013 · 13y ago · Accession 0001193125-13-181476
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): April 25, 2013
THE GORMAN-RUPP COMPANY
(Exact name of registrant as specified in its charter)
Ohio
1-6747
34-0253990
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
600 South Airport Road, Mansfield, Ohio
44903
(Address of principal executive offices)
(Zip Code)
Registrants telephone number, including area code: (419) 755-1011
(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))
Item 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On April 25, 2013, The Gorman-Rupp Company issued a news release announcing its financial results for the first quarter ended
March 31, 2013. This news release is included as Exhibit 99 and is being furnished, not filed, with the Current Report on Form 8-K.
Item 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The annual meeting of the shareholders of the Company was held on April 25, 2013 in Mansfield, Ohio (Annual Meeting). As of the record date, there were a total of 20,996,893 shares of Common
Stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 19,350,391 shares of Common Stock were represented in person or by proxy; therefore, a quorum was present. Set forth below are the matters acted upon by the
Companys shareholders at the Annual Meeting and the final voting results on each such matter.
1.
Fix the number of Directors of the Company at eight and to elect eight Directors to hold office until the next Annual Meeting of Shareholders and until their successors
are elected and qualified. The voting results were as follows:
For
Withheld
Broker Non-Votes
James C. Gorman
16,772,569
104,103
2,473,719
Jeffrey S. Gorman
16,788,747
87,925
2,473,719
M. Ann Harlan
16,736,240
140,432
2,473,719
Thomas E. Hoaglin
16,788,587
88,085
2,473,719
Christopher H. Lake
16,643,820
232,852
2,473,719
Dr. Peter B. Lake
16,735,825
140,847
2,473,719
Rick R. Taylor
16,839,966
36,706
2,473,719
W. Wayne Walston
16,719,042
157,630
2,473,719
2.
Approve, on an advisory basis, the compensation of the Companys named Executive Officers. The voting results were as follows:
For
Against
Abstain
Broker Non-Votes
14,960,586
532,594
1,383,492
2,473,719
3.
Ratify the appointment of Ernst & Young LLP as independent registered public accountants for the Company during the year ending December 31, 2013. The
voting results were as follows:
For
Against
Abstain
19,201,050
117,575
31,766
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit
(99)
News Release dated April 25, 2013
2
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.
THE GORMAN-RUPP COMPANY
By
/s/ David P. Emmens
David P. Emmens
Corporate Counsel and Secretary
April 29, 2013
3
EXHIBIT INDEX
Exhibit
Page
(99)
News Release dated April 25, 2013
1
4
Filing details
- Company
- GORMAN RUPP CO
- Ticker
- GRC
- CIK
- 42682
- Form type
- 8-K
- Filing date
- Apr 29, 2013
- Report date
- Apr 25, 2013
- Document
- d528502d8k.htm
- Size
- 81 KB