8-K
MASTEC INC (MTZ)
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 16, 2023
MASTEC, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Florida | 001-08106 | 65-0829355 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
800 S. Douglas Road, 12th Floor
Coral Gables, Florida 33134
(Address of Principal Executive Office)
Registrant’s telephone number, including area code (305) 599-1800
(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)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, $0.10 Par Value | MTZ | New York Stock Exchange |
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 Company held its Annual Meeting on May 16, 2023. The final voting results for each of the proposals submitted to a vote of the Company’s shareholders at the Annual Meeting are as follows:
Proposal 1: Election of Ernst N. Csiszar, Julia L. Johnson and Jorge Mas as Class I directors to serve until the 2026 Annual Meeting of Shareholders.
| Votes<br>“For” | Votes<br>Withheld | Broker<br>Non-Votes | ||||
|---|---|---|---|---|---|---|
| Ernst N. Csiszar | 58,983,901 | 3,448,221 | 4,003,834 | |||
| Julia L. Johnson | 54,790,075 | 7,642,047 | 4,003,834 | |||
| Jorge Mas | 58,872,356 | 3,559,766 | 4,003,834 |
Proposal 2: Ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the 2023 fiscal year.
| Votes “For” | Votes<br> <br>“Against” | Abstentions | Broker<br>Non-Votes |
|---|---|---|---|
| 65,798,656 | 536,280 | 101,020 | 0 |
Proposal 3: Approval of a non-binding advisory resolution regarding the compensation of the Company’s named executive officers.
| Votes “For” | Votes<br> <br>“Against” | Abstentions | Broker<br>Non-Votes |
|---|---|---|---|
| 52,338,536 | 9,974,087 | 119,499 | 4,003,834 |
Proposal 4: A non-binding advisory resolution regarding the frequency of the vote regarding the compensation of our named executive officers.
| 1 Year | 2 Years | 3 Years | Abstentions | Broker<br> <br>Non-Votes |
|---|---|---|---|---|
| 59,935,759 | 166,050 | 2,241,496 | 88,817 | 4,003,834 |
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.
| MASTEC, INC. | ||
|---|---|---|
| Date: May 18, 2023 | By: | /s/ Alberto de Cardenas |
| Alberto de Cardenas | ||
| Executive Vice President, General Counsel and Secretary |