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8-KThe WireRoutine

Shareholder Vote

Filed Feb 1, 2022 · 4y ago · Accession 0001564590-22-003286

Plain English

Material event — a significant development the company must disclose promptly.

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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): January 26, 2022   WOODWARD, INC. (Exact name of Registrant as Specified in Its Charter)     DE 000-8408 36-1984010 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)       1081 Woodward Way Fort Collins , Colorado   80524 (Address of Principal Executive Offices)   (Zip Code) Registrant’s Telephone Number, Including Area Code: ( 970 ) 482-5811 Not Applicable (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 (see General Instructions A.2. below): ☐ 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, par value $0.001455   WWD   Nasdaq Global Select Market 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 . On January 26, 2022, Woodward, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “2021 Annual Meeting”). The stockholders considered four proposals, each of which is described more fully in the Company’s proxy statement for the 2021 Annual Meeting. Set forth below are the final voting results on each matter submitted to a vote of the Company’s stockholders for the 2021 Annual Meeting. All vote totals have been rounded to the nearest whole share. Proposal 1. Election of four directors for a three-year term to hold office until the Company’s 2024 Annual Meeting to be held in or about January 2025:   For Against Abstain Broker Non-Votes Rajeev Bhalla 53,173,221 369,808 115,521 4,901,488 John D. Cohn 50,640,593 2,880,715 137,242 4,901,488 Eileen P. Drake 51,006,523 2,572,961 79,065 4,901,488 Gregg C. Sengstack 51,961,050 1,563,679 133,820 4,901,488 Proposal 2. Advisory resolution regarding the compensation of the Company’s named executive officers: For 51,228,562 Against 2,122,700 Abstain 307,288 Broker Non-Votes 4,901,488 Proposal 3. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year ending September 30, 2022: For 57,251,260 Against 1,160,227 Abstain 148,550 Proposal 4. Proposal for the approval of an amendment to the Amended and Restated Woodward, Inc. 2017 Omnibus Incentive Plan: For 48,872,263 Against 4,618,653 Abstain 167,634 Broker Non-Votes 4,901,488 Pursuant to the foregoing, the four nominees were each elected to serve on the Company’s Board of Directors, and Proposals 2-4 were each approved. Item 9.01. Financial Statements and Exhibits. (d) Exhibits: 99.1 Amended and Restated Woodward, Inc. 2017 Omnibus Incentive Plan 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)         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.   Dated: February 1, 2022   WOODWARD, INC.   By: /s/ A. Christopher Fawzy     A. Christopher Fawzy Corporate Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer
Filing details
Ticker
WWD
CIK
108312
Form type
8-K
Filing date
Feb 1, 2022
Report date
Jan 26, 2022
Document
wwd-8k_20220126.htm
Size
454 KB