Ametek Inc/ 8-K, filed May 6, 2022
Ametek Inc/ (AME)
8-K
2022-05-06
For: 2022-05-05
View Original
Added on
April 12, 2026
About this 8-K
Ametek Inc/ filed this 8-K on May 6, 2022, reporting on events of May 5, 2022.
Items reported
- Item 5.07: Shareholder vote results
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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 5, 2022
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant’s telephone number, including area code: (610 ) 647-2121
Not Applicable
(Former name or former address, if changed since last report)
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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 Instructions A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
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 provided pursuant to Section 13(a) of the Exchange Act.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders of AMETEK, Inc. (the “Company”) was held on May 5, 2022. The following matters were voted on at the Annual Meeting and received the number of votes indicated:
1) Election of Directors. The following nominees were elected to the Board of Directors for a term expiring in 2025:
| Nominee | Votes For | Votes Against | Abstain | Broker Non-Votes | ||||||||||
| Steven W. Kohlhagen | 176,082,440 | 15,937,558 | 2,958,425 | 10,087,308 | ||||||||||
| Dean Seavers | 192,157,130 | 2,610,733 | 210,560 | 10,087,308 | ||||||||||
| David A. Zapico | 178,283,379 | 16,228,861 | 466,183 | 10,087,308 | ||||||||||
Of the remaining five Board members, Thomas A. Amato, Anthony J. Conti, and Gretchen W. McClain terms expire in 2023 and Tod E. Carpenter and Karleen M. Oberton terms expire in 2024.
2) Advisory Approval of the Company’s Executive Compensation. The Stockholders approved, on an advisory (non-binding) basis, the compensation of certain executive officers. The result of the vote was as follows:
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 175,403,109 | 14,543,380 | 5,031,934 | 10,087,308 | |||||||||||||||||
3) Ratification of Appointment of Independent Registered Public Accounting Firm. The Stockholders ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the Company for the year ending December 31, 2022. The result of the vote was as follows:
| Votes For | Votes Against | Abstain | ||||||||||||
| 195,107,725 | 9,785,061 | 172,945 | ||||||||||||
Item 8.01 Other Events
On May 6, 2022, the Company issued a press release announcing that its Board of Directors has approved a $1 billion share repurchase authorization. This authorization replaces an earlier $500 million share repurchase authorization approved by the Board in February 2019, of which approximately $313 million remained available. A copy of the release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
| AMETEK, Inc. | |||||||||||
| May 6, 2022 | By: | /s/ THOMAS M. MONTGOMERY | |||||||||
| Name: Thomas M. Montgomery | |||||||||||
Title: Senior Vice President - Comptroller | |||||||||||
Exhibit 99.1
AMETEK ANNOUNCES $1 BILLION SHARE REPURCHASE AUTHORIZATION
Berwyn, Pa., May 6, 2022 – AMETEK, Inc. (NYSE: AME) today announced that its Board of Directors has approved a $1 billion share repurchase authorization. This authorization replaces an earlier $500 million share repurchase authorization approved by the Board in February 2019, of which approximately $313 million remained available.
"While the primary use of our strong cash flow remains strategic acquisitions, this increased share repurchase authorization provides us with added flexibility to enhance shareholder value through the opportunistic repurchases of our common stock,” commented David A. Zapico, AMETEK Chairman and Chief Executive Officer.
Corporate Profile
AMETEK is a leading global manufacturer of electronic instruments and electromechanical devices with 2021 sales of $5.5 billion. The AMETEK Growth Model integrates the Four Growth Strategies - Operational Excellence, New Product Development, Global and Market Expansion, and Strategic Acquisitions - with a disciplined focus on cash generation and capital deployment. AMETEK's objective is double-digit percentage growth in earnings per share over the business cycle and a superior return on total capital. The common stock of AMETEK is a component of the S&P 500.
Contact:
Kevin Coleman
Vice President, Investor Relations and Treasurer
kevin.coleman@ametek.com
Phone: 610.889.5247
