8-KThe WireRoutine
Shareholder Vote
Filed Aug 21, 2023 · 2y ago · Accession 0001140361-23-040631
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): August 17, 2023
Modine Manufacturing Company
(Exact name of registrant as specified in its charter)
Wisconsin
001-01373
39-0482000
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)
1500 DeKoven Avenue , Racine , Wisconsin
53403
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code:
( 262 ) 636-1200
(Former name or former address, if changed since last report.)
N/A
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, $0.625 par value
MOD
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. ☐
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5.07
Submission of Matters to a Vote of Security Holders
Election of Directors
On August 17, 2023, the shareholders of Modine Manufacturing Company voted to elect Eric D. Ashleman, Marsha C. Williams, and William A. Wulfsohn to serve as directors
until the 2026 Annual Meeting of Shareholders and until their successors are duly elected and qualified. The results of the vote were as follows:
Director
For
Against
Abstain
Broker Non-Votes
Eric D. Ashleman
43,857,211
1,531,141
23,993
2,238,118
Marsha C. Williams
34,141,165
11,242,284
28,896
2,238,118
William A. Wulfsohn
43,985,536
623,840
802,969
2,238,118
Approval of Advisory Vote on Named Executive Officer Compensation (Say on Pay)
The shareholders approved the advisory vote on named executive officer compensation. The results of the vote were as follows:
For
Against
Abstain
Broker Non-Votes
42,581,516
2,796,691
34,138
2,238,118
Approval of Advisory Vote on the Frequency of Shareholder Advisory Votes on Named Executive Officer Compensation
The shareholders approved one year as the frequency of shareholder votes on named executive officer compensation. The results of the vote were as follows:
One Year
Two Years
Three Years
Abstain
41,363,806
54,747
3,889,254
104,538
Ratification of Independent Registered Public Accounting Firm
The shareholders ratified the appointment of KPMG as the Company’s independent registered public accounting firm. The results of the vote were as follows:
For
Against
Abstain
47,552,793
72,415
25,255
2
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.
Modine Manufacturing Company
By:
/s/ T. Michael Rathburn
T. Michael Rathburn
Associate General Counsel-Interim General Counsel
Date: August 21, 2023
3
Filing details
- Company
- MODINE MANUFACTURING CO
- Ticker
- MOD
- CIK
- 67347
- Form type
- 8-K
- Filing date
- Aug 21, 2023
- Report date
- Aug 17, 2023
- Document
- brhc20057762_8k.htm
- Size
- 170 KB