form8-k.htm
 
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)
May 26, 2010 (May 21, 2010)
 
L.B. Foster Company
(Exact name of registrant as specified in its charter)
     
Pennsylvania
000-10436
25-1324733
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
415 Holiday Drive, Pittsburgh, Pennsylvania
  
15220
(Address of principal executive offices)
  
(Zip Code)
 
Registrant's telephone number, including area code
  
412-928-3417
 
None
(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 (see General Instruction A.2. below):
[ ] 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.

On May 21, 2010, Registrant held its annual shareholders' meeting, at which time:  (i) seven (7) directors were elected; and (ii) the appointment of Ernst & Young LLP as the Registrant's independent registered public accountants for 2010 was ratified.  The voting results were:
 
ELECTION OF DIRECTORS:
         
     Broker
 
For
  
Withheld
  
  Non-votes
Lee B. Foster II
 8,135,924
  
150,073
  
1,226,505
  
Stan L. Hasselbusch
 8,177,533
  
108,464
  
  1,226,505
    
Peter McIlroy II
 8,263,014
  
  22,983
  
1,226,505
  
G. Thomas McKane
 8,076,556
  
209,441
  
  1,226,505
    
Diane B. Owen
 8,273,792
  
  12,205
  
  1,226,505
    
William H. Rackoff
 8,164,857
  
121,140
  
  1,226,505
    
Suzanne B. Rowland
 8,265,707
  
  20,209
  
  1,226,505
    

RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS:
       
For
Against
Abstain
Broker Non-votes
9,360,535
112,402
38,579
N/A




 
 
 


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.



L.B. FOSTER COMPANY
(Registrant)


Date:  May 26, 2010
/s/ David J. Russo________________
David J. Russo
Senior Vice President
Chief Financial Officer and Treasurer