Kennametal Inc. (NYSE:KMT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the meeting of the Kennametal Inc. Board of Directors (“Board”) on October 30, 2018, the Board made the following changes to the committees of the Board with appointments effective as of January 1, 2019:
The members of the Board appointed to the Audit Committee shall be: William M. Lambert (Chair); Cindy L. Davis; Lorraine M. Martin; Timothy R. McLevish and Sagar A. Patel. The members of the Board appointed to the Compensation Committee shall be: Steven H. Wunning (Chair); Joseph Alvarado; and William J. Harvey. The members of the Board appointed to the Nominating/Corporate Governance Committee shall be: William J. Harvey (Chair); Joseph Alvarado; Cindy L. Davis; and Steven H. Wunning.
The members of the Board shall serve as committee members of the above-referenced committees until successors have been chosen and elected or until a committee’s member’s earlier resignation or removal.
Item 5.02 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Shareowners of Kennametal Inc. (the Company) on October30, 2018, the Company's Shareowners voted on the election of ten directors with terms to expire in 2019, the ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2019 and an advisory vote on executive compensation. The 77,978,260 shares present in person or represented by proxy at the meeting were voted as described below.
|
I. |
The ten directors listed below were elected to serve as directors until the next annual meeting of Shareowners in 2019 and until their successors are duly elected and qualified by the following vote: |
|
For |
Against |
Withheld |
BrokerNon-Votes |
|
|
Joseph Alvarado |
73,922,831 |
334,975 |
3,720,454 |
|
|
Cindy L. Davis |
73,883,196 |
374,610 |
3,720,454 |
|
|
William J. Harvey |
73,912,793 |
345,013 |
3,720,454 |
|
|
William M. Lambert |
73,895,066 |
362,740 |
3,720,454 |
|
|
Lorraine M. Martin |
73,928,775 |
329,031 |
3,720,454 |
|
|
Timothy R. McLevish |
72,434,944 |
1,822,862 |
3,720,454 |
|
|
Sagar A. Patel |
73,867,735 |
390,071 |
3,720,454 |
|
|
Christopher Rossi |
73,489,515 |
768,291 |
3,720,454 |
|
|
Lawrence W. Stranghoener |
73,289,041 |
968,765 |
3,720,454 |
|
|
Steven H. Wunning |
72,988,429 |
1,269,377 |
3,720,454 |
|
II. |
The ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending June30, 2019 was approved by the following vote: |
|
For |
Against |
Abstained |
BrokerNon-Votes |
|
|
PricewaterhouseCoopers LLP |
76,977,317 |
913,471 |
87,472 |
|
III. |
The advisory vote on executive compensation paid to the Company's named executive officers, as disclosed in the Company's proxy statement, was approved on an advisory basis by the following vote: |
|
For |
Against |
Abstained |
BrokerNon -Votes |
|
|
Executive compensation |
71,583,984 |
2,498,046 |
175,776 |
3,720,454 |
About Kennametal Inc. (NYSE:KMT)
Kennametal Inc. is a supplier of tooling, engineered components and materials consumed in production processes. The Company operates through two segments: Industrial and Infrastructure. The Industrial segment generally serves customers that operate in industrial end markets, such as transportation, general engineering, aerospace and defense. The Infrastructure segment generally serves customers that operate in the earthworks and energy sectors supporting primary industries, such as oil and gas, power generation, underground, surface and hard-rock mining, highway construction and road maintenance. It provides wear-resistant products, application engineering and services backed by material science serving customers across various sectors. The Company’s product offerings include a selection of standard and customized technologies for metalworking, such as metal cutting tools, tooling systems and services, as well as materials, such as cemented tungsten carbide products and super alloys.