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CARPENTER TECHNOLOGY CORP Declaration of Voting Results & Voting Rights Announcements 2013

Oct 17, 2013

30520_rns_2013-10-17_adab3110-decf-4739-aa18-9f4f0b9c60d7.zip

Declaration of Voting Results & Voting Rights Announcements

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8-K 1 a13-22226_28k.htm 8-K

*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): October 15, 2013

*CARPENTER TECHNOLOGY CORPORATION*

(Exact name of registrant as specified in its charter)

Delaware 1-5828 23-0458500
(State of or other jurisdiction of incorporation) (Commission File Number) (IRS Employer I.D. No.)
P.O. Box 14662 Reading, Pennsylvania 19612-4662
(Address of principal executive offices) (Zip Code)

*(610) 208-2000*

Registrant’s telephone number, including area code

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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*Item 5.07 — Submission of Matters to a Vote of Security Holders.*

The Annual Meeting of Stockholders (the “Annual Meeting”) of Carpenter Technology Corporation (the “Company”) was held on October 15, 2013. The following matters were voted on by the Company’s stockholders at the Annual Meeting and the final voting results for each matter are provided below.

*Proposal No. 1* - Election of Four Directors . The following nominees were elected to the Board of Directors for a term expiring in 2016:

Nominee Votes For Votes Withheld Broker Non-Votes
I. Martin Inglis 44,519,429 754,542 3,637,819
Peter N. Stephans 44,728,991 544,980 3,637,819
Kathryn C. Turner 44,763,366 510,605 3,637,819
Stephen M. Ward, Jr. 44,845,283 428,688 3,637,819

*Proposal No. 2* - Approval of Appointment of Independent Registered Public Accounting Firm . The Company’s stockholders approved the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2014:

Votes For Votes Against Abstain
47,556,172 1,315,254 40,364

*Proposal No. 3 -* Approval of the Compensation of the Company’s Named Officers, in an Advisory Vote . The Company’s stockholders approved the compensation of the Company’s named officers, in an advisory vote:

Votes For Votes Against Abstain Broker Non-Votes
44,614,096 533,498 126,377 3,637,819

SIGNATURE

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.

By /s/ James D. Dee
James D. Dee
Vice President, General Counsel and
Secretary
Date: October 17, 2013

2

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