Edgar Filing: SNAP-ON Inc

SNAP-ON INCORPORATED

Date: April 29, 2016

/s/ Irwin M. Shur

Irwin M. Shur

Vice President, General Counsel and Secretary

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): April 28, 2016

LOGO

(Exact name of registrant as specified in its charter)

Delaware

1-7724

39-0622040

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

2801 80th Street, Kenosha, Wisconsin 53143-5656

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (262) 656-5200

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.07

Submission of Matters to a Vote of Security Holders.

Snap-on Incorporated (the “Company”) held its 2016 Annual Meeting of Shareholders on April 28, 2016 (the “2016 Annual Meeting”). The Company’s shareholders: (i) elected nine members of the Company’s Board of Directors, who were up for election, to each serve a one-year term ending at the 2017 Annual Meeting; (ii) ratified the Audit Committee’s selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2016; and (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the proxy statement for the 2016 Annual Meeting (the “2016 Proxy Statement”). There were 58,123,071 shares of the Company’s common stock outstanding and eligible to vote as of the close of business on February 29, 2016, the record date for the 2016 Annual Meeting.

The directors elected to the Company’s Board for terms expiring at the 2017 Annual Meeting, and the number of votes cast for and against, as well as abstentions and broker non-votes with respect to, each of these individuals, are set forth below:


Director	For		Against		Abstentions		Broker Non-Votes
Karen L. Daniel		43,071,747		1,748,867		62,329		5,166,016
Ruth Ann M. Gillis		44,098,377		723,123		61,442		5,166,016
James P. Holden		44,633,019		188,010		61,912		5,166,016
Nathan J. Jones		44,080,442		737,610		63,296		5,166,016
Henry W. Knueppel		44,328,789		486,095		66,464		5,166,016
W. Dudley Lehman		43,287,373		1,529,341		66,228		5,166,016
Nicholas T. Pinchuk		42,548,098		2,241,106		92,145		5,166,016
Gregg M. Sherrill		44,616,488		201,308		63,552		5,166,016
Donald J. Stebbins		43,060,380		1,758,151		64,411		5,166,016

The proposal to ratify the Audit Committee’s selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2016 received the following votes:


Votes for approval:	47,118,239	Votes against:	2,875,126	Abstentions:	55,593
Broker non-votes:	0

The advisory vote to approve the compensation of the Company’s named executive officers, as disclosed in “Compensation Discussion and Analysis” and “Executive Compensation Information” in the 2016 Proxy Statement, received the following votes:


Votes for approval:	44,036,665	Votes against:	657,415	Abstentions:	188,862
Broker non-votes:	5,166,016

* * * * *

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.