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DOVER CORPORATION (NYSE:DOV) Files An 8-K Submission of Matters to a Vote of Security Holders

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

Dover Corporation (the Company) held its Annual Meeting of
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).
The shareholders also voted on proposals to amend Articles 15 and
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.
The breakdown of the shareholder votes on these matters is listed
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.

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