DOVER CORPORATION (NYSE:DOV) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders
Shareholders on May 5, 2017, at which meeting the shareholders:
|
(1)
|
elected twelve directors,
|
|
(2)
|
ratified the appointment of PricewaterhouseCoopers LLP as the
Company’s independent registered public accounting firm for 2017, |
|
(3)
|
approved, on an advisory basis, named executive officer
compensation, |
|
(4)
|
approved, on an advisory basis, holding an advisory vote on
executive compensation annually, |
|
(5)
|
reapproved the performance goals under the 2012 Equity and
Cash Incentive Plan (the LTIP), and |
|
(6)
|
reapproved the performance goals under the Executive Officer
Annual Incentive Plan (the AIP). |
16 of the Company’s Restated Certificate of Incorporation to
eliminate the super-majority voting requirements therein. Those
proposals did not pass, as passage required the affirmative vote of
at least 80% of the outstanding shares of common stock. The
proposals to amend Articles 15 and 16 received the affirmative vote
of 79.2% and 79.1% of the outstanding shares of common stock,
respectively.
below:
|
1.
|
To elect twelve directors:
|
|
Director
|
For
|
Against
|
Abstain
|
Broker Non-Vote
|
|
Peter T. Francis
|
123,645,012
|
1,084,609
|
708,014
|
13,149,473
|
|
Kristiane C. Graham
|
121,171,201
|
3,512,258
|
754,176
|
13,149,473
|
|
Michael F. Johnston
|
123,568,408
|
1,177,206
|
692,021
|
13,149,473
|
|
Robert A. Livingston
|
123,696,987
|
971,519
|
769,129
|
13,149,473
|
|
Richard K. Lochridge
|
121,225,286
|
3,497,160
|
715,189
|
13,149,473
|
|
Eric A. Spiegel
|
124,100,075
|
612,602
|
724,958
|
13,149,473
|
|
Michael B. Stubbs
|
122,027,218
|
2,699,008
|
711,409
|
13,149,473
|
|
Richard J. Tobin
|
118,792,866
|
5,906,297
|
738,472
|
13,149,473
|
|
Stephen M. Todd
|
124,096,406
|
610,809
|
730,420
|
13,149,473
|
|
Stephen K. Wagner
|
123,885,804
|
798,833
|
752,998
|
13,149,473
|
|
Keith E. Wandell
|
123,962,388
|
754,652
|
720,595
|
13,149,473
|
|
Mary A. Winston
|
123,018,156
|
1,695,240
|
724,239
|
13,149,473
|
|
2.
|
To ratify the appointment of PricewaterhouseCoopers LLP as
the Companys independent registered public accounting firm for 2017: |
|
For
|
Against
|
Abstain
|
Broker Non-Vote
|
|
136,176,906
|
1,807,776
|
602,426
|
|
|
3.
|
To approve, on an advisory basis, named executive officer
compensation: |
|
For
|
Against
|
Abstain
|
Broker Non-Vote
|
|
120,413,474
|
3,852,169
|
1,171,992
|
13,149,473
|
|
4.
|
To approve, on an advisory basis, the frequency of holding an
advisory vote on executive compensation: |
|
One Year
|
Two Years
|
Three Years
|
Broker Non-Vote
|
|
112,261,116
|
356,802
|
12,043,488
|
776,229
|
|
5.
|
To reapprove the performance goals under the LTIP:
|
|
For
|
Against
|
Abstain
|
Broker Non-Vote
|
|
119,960,725
|
4,593,481
|
883,429
|
13,149,473
|
|
6.
|
To reapprove the performance goals under the AIP:
|
|
For
|
Against
|
Abstain
|
Broker Non-Vote
|
|
121,674,213
|
2,885,807
|
877,615
|
13,149,473
|
|
7.
|
To approve amendments to Article 15 of the Companys Restated
Certificate of Incorporation to eliminate the super-majority voting requirement: |
|
For
|
Against
|
Abstain
|
Broker Non-Vote
|
|
123,155,679
|
1,448,643
|
833,313
|
13,149,473
|
|
8.
|
To approve amendments to Article 16 of the Companys Restated
Certificate of Incorporation to eliminate the super-majority voting requirement: |
|
For
|
Against
|
Abstain
|
Broker Non-Vote
|
|
123,060,167
|
1,534,022
|
843,446
|
13,149,473
|
About DOVER CORPORATION (NYSE:DOV)
Dover Corporation (Dover) is engaged in the manufacturing of equipment, components and specialty systems. The Company also provides supporting engineering, testing and other services. The Company operates through four segments: Energy, Engineered Systems, Fluids, and Refrigeration & Food Equipment. The Energy segment provides solutions and services for production and processing of fuels across the world. Its Fluids segment is focused on the handling of critical fluids across the retail fueling, chemical, hygienic, oil and gas, and industrial markets. Dover’s Engineered Systems segment is focused on the design, manufacture and service of critical equipment and components. Its Refrigeration & Food Equipment segment provides equipment and systems serving the commercial refrigeration and food service markets. The Company’s businesses are based in the United States and Europe with manufacturing and other operations across the world. DOVER CORPORATION (NYSE:DOV) Recent Trading Information
DOVER CORPORATION (NYSE:DOV) closed its last trading session up +0.07 at 78.83 with 1,297,408 shares trading hands.
