Current Report Filing (8-k)
May 13 2016 - 5:10PM
Edgar (US Regulatory)
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): May 13, 2016 (May 12, 2016)
NN, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-23486
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62-1096725
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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207 Mockingbird Lane
Johnson City, Tennessee
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37604
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(Address of principal executive offices)
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(Zip Code)
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(423) 434-8310
(Registrants telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box 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 Instruction A.2. below):
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))
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ITEM 5.07. SUBMISSION
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OF MATTERS TO A VOTE OF SECURITY HOLDERS
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The 2016 annual meeting of the stockholders
(the Annual Meeting) of NN, Inc. (the Corporation) was held on May 12, 2016. At the Annual Meeting, the following proposals were considered:
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(1)
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The election of two Class III directors to serve for a term of three years;
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(2)
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An advisory (non-binding) vote to approve the executive compensation of the Corporations named executive officers;
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(3)
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The ratification of the selection of PricewaterhouseCoopers LLP as the Corporations registered independent public accounting firm for the fiscal year ending December 31, 2016; and
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(4)
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The approval of the Amended and Restated 2011 Stock Incentive Plan.
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The final voting results
for each proposal are described below. For beneficial owners holding the Corporations common stock at a bank or brokerage institution, a broker non-vote occurred if the owner failed to give voting instructions, and the bank or
broker was otherwise restricted from voting on the owners behalf.
Proposal 1
Two Class III directors were elected, and the aggregate votes cast for or against, as well as votes withheld and broker non-votes were as
follows:
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For
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Against
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Withheld
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Broker Non-Votes
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William Dries
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21,322,378
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0
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575,780
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2,372,081
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David K. Floyd
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21,402,700
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0
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495,458
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2,372,081
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Proposal 2
The advisory (non-binding) vote on the executive compensation of the Corporations named executive officers was approved, and the
aggregate votes cast for or against, as well as abstentions and broker non-votes, were as follows:
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For
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Against
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Abstentions
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Broker Non-Votes
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13,729,595
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7,968,084
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200,479
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2,372,081
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Proposal 3
The Audit Committees selection of PricewaterhouseCoopers LLP as the Corporations registered independent public accounting firm for
the fiscal year ending December 31, 2016 was ratified, and the aggregate votes cast for, against and abstentions, were as follows:
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For
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Against
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Abstentions
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23,589,655
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657,301
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23,283
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Proposal 4
The Corporations Amended and Restated 2011 Stock Incentive Plan was approved, and the aggregate votes cast for or against, as well as
abstentions and broker non-votes, were as follows:
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For
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Against
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Abstentions
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Broker
Non-Votes
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19,053,295
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2,796,877
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47,986
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2,372,081
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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.
Date: May 13, 2016
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NN, INC.
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By:
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/s/ Matthew S. Heiter
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Title:
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Senior Vice President and General Counsel
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