AMETEK INC/

Regulatory Filings • May 8, 2023

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 4, 2023

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AMETEK, Inc.

(Exact name of registrant as specified in its charter)

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Delaware		14-1682544
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1100 Cassatt Road
Berwyn,	Pennsylvania	19312
(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):

☐ 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 symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 Par Value (voting)	AME	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 Annual Meeting of Stockholders of AMETEK, Inc. (the “Company”) was held on May 4, 2023. 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 2026:

Nominee	Votes For	Votes Against	Abstain	Broker Non-Votes
Thomas A. Amato	189,217,434	9,294,484	226,245	10,015,891
Anthony J. Conti	180,796,120	17,734,626	207,417	10,015,891
Gretchen W. McClain	177,834,421	20,701,160	202,582	10,015,891

Of the remaining six Board members, Tod E. Carpenter, Karleen M. Oberton, and Suzanne L. Stefany terms expire in 2024 and Steven W. Kohlhagen, Dean Seavers, and David A. Zapico terms expire in 2025.

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
177,805,352	15,810,283	5,122,528	10,015,891

3) Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation. The Stockholders approved, on an advisory (non-binding) basis, the frequency of future advisory votes on executive compensation. The result of the vote was as follows:

One Year	Two Years	Three Years	Abstain	Broker Non-Votes
196,034,277	178,699	2,284,797	240,390	10,015,891

Based on these results, and consistent with the Company’s recommendation, the Company’s Board of Directors has determined that the Company will hold future advisory votes on executive compensation every year.

4) 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, 2023. The result of the vote was as follows:

Votes For	Votes Against	Abstain
197,786,622	10,744,464	222,968

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.

/s/ THOMAS M. MONTGOMERY
Name: Thomas M. Montgomery
Title: Senior Vice President - Comptroller