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): November 30, 2017

 

 

SPARTON CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Ohio   1-1000   38-1054690

(State or other jurisdiction

of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

425 Martingale Road

Suite 1000

Schaumburg, Illinois

  60173-2213
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (800) 772-7866

(Former Name or former address, if changed since last report)

 

 

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

☐  Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

On November 30, 2017, the Company held its 2017 Annual Meeting of shareholders. At the Annual Meeting, the shareholders voted on the following matters:

Proposal 1

Election of Directors

The seven nominees for a term ending at the 2018 Annual Meeting received the following votes:

 

Name

   For      Against      Abstain      Broker Non-Votes  

Alan L. Bazaar

     6,403,720        392,845        34,901        1,360,825  

James D. Fast

     6,565,724        255,012        10,730        1,360,825  

Joseph J. Hartnett

     6,667,487        153,717        10,262        1,360,825  

Charles R. Kummeth

     6,579,474        241,263        10,729        1,360,825  

David P. Molfenter

     6,528,454        292,283        10,729        1,360,825  

James R. Swartwout

     6,619,456        201,281        10,729        1,360,825  

Frank A. Wilson

     6,623,958        196,784        10,724        1,360,825  

Proposal 2

Ratification of the Appointment of Independent Registered Public Accountants

The proposal to ratify the appointment of BDO USA, LLP as the Company’s independent registered public accountants for the fiscal year ending July 1, 2018 by an advisory vote received the following votes:

 

For

 

Against

 

Abstentions

 

Broker Non-Votes

7,776,753

  235,521   180,017   0

Proposal 3

Advisory Vote on Named Executive Officer Compensation

The proposal to approve the Named Executive Officer compensation by an advisory vote received the following votes:

 

For

 

Against

 

Abstentions

 

Broker Non-Votes

6,500,218

  157,874   173,374   1,360,825

Proposal 4

Advisory Vote on Frequency of the Shareholder Advisory Vote

on Named Executive Officer Compensation

The proposal relating to the frequency of the shareholder advisory vote to approve the compensation of Named Executive Officers received a majority of the votes cast in favor of an advisory vote every 1 YEAR with the votes below.

 

1 YEAR

 

2 YEARS

 

3 YEARS

 

Abstentions

 

Broker Non-Votes

5,460,730

  16,258   1,191,980   162,498   1,360,825


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.

 

    SPARTON CORPORATION
Dated: December 1, 2017     By:  

/s/ Joseph J. Hartnett

     

Joseph J. Hartnett, Interim President

and Chief Executive Officer