8-KThe WireRoutine
Shareholder Vote
Filed Apr 29, 2016 · 10y ago · Accession 0000277509-16-000116
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 26, 2016
___________________________________
Federal Signal Corporation
(Exact name of registrant as specified in its charter)
___________________________________
Delaware
001-6003
36-1063330
(State or other jurisdiction
of incorporation)
(Commission File
Number)
(IRS Employer
Identification No.)
1415 W. 22nd Street, Oak Brook, Illinois
60523
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code (630) 954-2000
___________________________________
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
Federal Signal Corporation (the “Company”) held its 2016 Annual Meeting of Stockholders on April 26, 2016. As of the March 4, 2016 record date, there were 62,426,244 shares of the Company’s common stock issued and outstanding. The holders of 59,119,632 shares of common stock, 94.70% of the outstanding shares entitled to vote as of the record date, were represented at the meeting in person or by proxy, and this amount represented a quorum. Set forth below are the final voting results for each of the three proposals submitted to a vote of the Company’s stockholders at the meeting. The proposals are described in detail in the Company’s definitive proxy statement filed March 16, 2016 (the “2016 Proxy Statement”).
Proposal 1.
The following nominees were elected to the Board of Directors to hold office for one year or until their successors are elected and qualified. There were no abstentions, and 4,297,749 broker non-votes, with respect to this matter. The voting results were as follows:
For
Withhold
James E. Goodwin
49,361,778
5,460,105
Paul W. Jones
53,480,627
1,341,256
Bonnie C. Lind
54,345,122
476,761
Dennis J. Martin
54,281,066
540,817
Richard R. Mudge
54,311,476
510,407
William F. Owens
53,879,298
942,585
Brenda L. Reichelderfer
54,339,216
482,667
Jennifer L. Sherman
54,293,004
528,879
John L. Workman
54,339,855
482,028
Proposal 2.
The stockholders, in an advisory vote, approved the named executive officer compensation as disclosed in the Company’s 2016 Proxy Statement. There were 4,297,749 broker non-votes with respect to this matter. The voting results were as follows:
For
Against
Abstentions
53,558,885
1,131,402
131,596
In accordance with the stockholder vote at our 2011 Annual Meeting of Stockholders, our stockholders will be provided with an opportunity to provide advisory approval of the Company’s named executive officer compensation every year until the next required advisory vote on the frequency of such vote or until the Company’s Board of Directors elects to implement a different frequency for such advisory vote. We are required to hold an advisory vote on frequency at least once every six years.
Proposal 3.
The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2016. There were no broker non-votes with respect to this matter. The voting results were as follows:
For
Against
Abstentions
58,965,842
122,778
31,012
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.
FEDERAL SIGNAL CORPORATION
Dated: April 29, 2016
By:
/s/ Brian S. Cooper
Senior Vice President and Chief Financial Officer
Filing details
- Company
- FEDERAL SIGNAL CORP /DE/
- Ticker
- FSS
- CIK
- 277509
- Form type
- 8-K
- Filing date
- Apr 29, 2016
- Report date
- Apr 26, 2016
- Document
- annualmeeting42616.htm
- Size
- 86 KB