RBC Bearings INC 8-K, filed Sep 9, 2020
RBC Bearings INC (RBC)
About this 8-K
RBC Bearings INC filed this 8-K on September 9, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report: September 9, 2020 (Date
of earliest event reported:
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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 Instruction A.2. below):
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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).
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Section 5 - Corporate Governance and Management
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Director Amir Faghri’s term expired on September 9, 2020 and he did not stand for re-election to the Board of Directors of RBC Bearings Incorporated (the “Company”).
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Company’s annual meeting of stockholders held on September 9, 2020, the stockholders (1) elected both of the Company’s nominees for director, (2) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2021, and (3) did not approve, on an advisory basis, the compensation paid to the Company's named executive officers.
Shares were voted on these proposals as follows:
Proposal 1. The election of two directors in Class III to serve a term of three years:
| Nominees | For | Withheld | Broker Non-Vote | |||||||||
| Dr. Michael J. Hartnett | 22,885,649 | 519,461 | 593,477 | |||||||||
| Dolores J. Ennico | 23,087,554 | 317,556 | 593,477 | |||||||||
Proposal 2. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2021:
| For | Against | Abstain | Broker Non-Vote | |||
| 23,922,045 | 71,312 | 5,230 | 0 |
Proposal 3. The approval, on an advisory basis, of the compensation paid to the Company's named executive officers:
| For | Against | Abstain | Broker Non-Vote | |||
| 7,281,982 | 16,115,551 | 7,577 | 593,477 |
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SIGNATURES
According to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Date: September 9, 2020
| RBC BEARINGS INCORPORATED | ||
| By: | /s/ Joseph Salamunovich | |
| Name: Joseph Salamunovich | ||
| Title: Vice President, General Counsel & Secretary | ||
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