CARLISLE COMPANIES INCORPORATED (NYSE:CSL) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Incorporated (the Company) of her retirement from the Board of
Directors of the Company (the Board), effective immediately, in
accordance with the Companys eighteen year term limitation set
forth in the Companys Statement of Corporate Governance
Guidelines and Principals. Mrs. Webert was a member of the
Corporate Governance and Nominating Committee of the Company
prior to her retirement from the Board. Mrs. Weberts retirement
was not the result of any disagreement with the Company on any
matter relating to the Companys operations, policies or
practices.
|
(a)
|
On April 26, 2017, the Company held its 2017 annual meeting
of shareholders (the Annual Meeting). |
|
(b)
|
At the Annual Meeting, the Companys shareholders (i)
elected all three of the directors nominated by the Board, (ii) approved, on an advisory basis, the compensation of the Companys named executive officers as disclosed in the Companys definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 8, 2017 (the 2017 Proxy Statement), (iii) voted, on an advisory basis, in favor of holding future advisory votes to approve the Companys named executive officer compensation every year and (iv) ratified the appointment of Ernst Young LLP as the Companys independent registered public accounting firm for the year ending December 31, 2017. The proposals are further described in the 2017 Proxy Statement. |
|
(c)
|
Final voting results on each proposal submitted to the
Companys shareholders at the Annual Meeting are as follows: |
|
Director
|
Votes For
|
Votes Against
|
Abstentions
|
Broker
Non-Votes
|
||||
|
Robert G. Bohn
|
70,314,141
|
1,024,714
|
33,857
|
3,836,000
|
||||
|
Terry D. Growcock
|
69,731,146
|
1,607,788
|
33,778
|
3,836,000
|
||||
|
Gregg A. Ostrander
|
70,351,682
|
986,693
|
34,337
|
3,836,000
|
|
Votes For
|
Votes Against
|
Abstentions
|
Broker
Non-Votes
|
|||
|
64,301,506
|
6,972,424
|
98,782
|
3,836,000
|
votes to approve the Companys executive compensation:
|
1 Year
|
2 Years
|
3 Years
|
Abstentions
|
|||
|
56,422,102
|
54,010
|
14,849,254
|
47,346
|
|
Votes For
|
Votes Against
|
Abstentions
|
||
|
74,576,449
|
595,865
|
36,398
|
|
(d)
|
In accordance with the recommendation of the Board, the
Companys shareholders voted, on an advisory basis, in favor of holding future advisory votes to approve the Companys named executive officer compensation every year. Based on the voting results, the Company will include an advisory shareholder vote to approve the Companys named executive officer compensation in its proxy materials on an annual basis until the next required advisory vote on the frequency of shareholder votes to approve the Companys named executive officer compensation, which will occur no later than the Companys annual meeting of shareholders in 2023. |
About CARLISLE COMPANIES INCORPORATED (NYSE:CSL)
Carlisle Companies Incorporated is a manufacturing company. The Company designs, manufactures and markets a range of products that serve a range of markets, including commercial roofing, energy, agriculture, mining, construction, aerospace and defense electronics, medical technology, transportation, general industrial, protective coatings, wood, auto refinishing, foodservice, and healthcare and sanitary maintenance. The Company operates through five segments: Carlisle Construction Materials (Construction Materials); Carlisle Interconnect Technologies (Interconnect Technologies); Carlisle Fluid Technologies (Fluid Technologies); Carlisle Brake & Friction (Brake & Friction), and Carlisle FoodService Products (FoodService Products). The Company markets its products as a component supplier to original equipment manufacturers and distributors, among others. CARLISLE COMPANIES INCORPORATED (NYSE:CSL) Recent Trading Information
CARLISLE COMPANIES INCORPORATED (NYSE:CSL) closed its last trading session down -0.35 at 101.04 with 1,841,207 shares trading hands.
