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8-KThe WireRoutine

Shareholder Vote

Filed Apr 26, 2019 · 7y ago · Accession 0001193125-19-122591

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): April 25, 2019 (Exact name of registrant as specified in its charter) Delaware 1-7724 39-0622040 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 2801 80th Street, Kenosha, Wisconsin 53143-5656 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (262) 656-5200 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 (§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. Snap-on Incorporated (the “Company”) held its 2019 Annual Meeting of Shareholders on April 25, 2019 (the “2019 Annual Meeting”). At the 2019 Annual Meeting, the Company’s shareholders: (i) elected 10 members of the Company’s Board of Directors to each serve a one-year term ending at the 2020 Annual Meeting; (ii) ratified the Audit Committee’s selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2019; and (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the proxy statement for the 2019 Annual Meeting (the “2019 Proxy Statement”). There were 55,585,437 shares of the Company’s common stock outstanding and eligible to vote as of the close of business on February 25, 2019, the record date for the 2019 Annual Meeting. The directors elected to the Company’s Board of Directors for terms expiring at the 2020 Annual Meeting, and the number of votes cast for and against, as well as abstentions and broker non-votes with respect to, each individual, are set forth below: Director For Against Abstentions Broker Non-Votes David C. Adams 42,709,081 814,326 82,932 4,854,092 Karen L. Daniel 41,591,724 1,938,771 75,844 4,854,092 Ruth Ann M. Gillis 43,336,524 193,974 75,841 4,854,092 James P. Holden 41,829,694 1,696,039 80,606 4,854,092 Nathan J. Jones 42,606,272 922,529 77,538 4,854,092 Henry W. Knueppel 38,870,745 4,651,251 84,343 4,854,092 W. Dudley Lehman 41,803,852 1,722,090 80,398 4,854,092 Nicholas T. Pinchuk 40,458,163 2,418,540 729,637 4,854,092 Gregg M. Sherrill 42,027,789 1,500,590 77,960 4,854,092 Donald J. Stebbins 43,262,638 265,724 77,977 4,854,092 The proposal to ratify the Audit Committee’s selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2019 received the following votes: Votes for approval: 47,004,510 Votes against: 1,382,104 Abstentions: 73,817 Broker non-votes: 0 The advisory vote to approve the compensation of the Company’s named executive officers, as disclosed in “Compensation Discussion and Analysis” and “Executive Compensation Information” in the 2019 Proxy Statement, received the following votes: Votes for approval: 39,326,610 Votes against: 4,131,747 Abstentions: 147,982 Broker non-votes: 4,854,092 * * * * * 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. SNAP-ON INCORPORATED Date: April 26, 2019 By: /s/ Richard T. Miller Richard T. Miller Vice President, General Counsel and Secretary
Filing details
Ticker
SNA
CIK
91440
Form type
8-K
Filing date
Apr 26, 2019
Report date
Apr 25, 2019
Document
d709730d8k.htm
Size
37 KB