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CURTISS WRIGHT CORP Regulatory Filings 2018

May 11, 2018

30293_rns_2018-05-11_eb608f7b-5cf5-49cc-830b-1a268aba18ea.zip

Regulatory Filings

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8-K 1 proxystatementvotingresult.htm 8-K html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd" Document created using Wdesk 1 Copyright 2018 Workiva Document

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 10, 2018

CURTISS-WRIGHT CORPORATION

( Exact Name of Registrant as Specified in Its Charter)

Delaware 1-134 13-0612970
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)
130 Harbour Place Drive, Suite 300
Davidson, North Carolina 28036
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (704) 869-4600


Not applicable

(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 (see General Instruction 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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

Curtiss-Wright Corporation (the “Company”) held its Annual Meeting of Stockholders on May 10, 2018. The following matters set forth in the Company’s Proxy Statement dated March 23, 2018, which was filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, were voted upon with the results indicated below.

  1. The nominees listed below were elected directors with the respective votes set forth opposite their names:
FOR WITHELD
David C. Adams 37,164,320 845,826
Dean M. Flatt 37,786,673 223,473
S. Marce Fuller 37,618,374 391,772
Rita J. Heise 37,812,289 197,857
Bruce D. Hoechner 37,815,500 194,646
Allen A. Kozinski 37,601,735 408,411
John B. Nathman 37,859,590 150,556
Robert J. Rivet 37,786,135 224,011
Albert E. Smith 37,637,871 372,275
Peter C. Wallace 37,778,319 231,827
  1. A proposal seeking ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2018 was approved, with the votes cast as follows:
FOR AGAINST ABSTENTIONS
40,842,604 344,102 14,779
  1. A proposal seeking approval of the amendments to the Curtiss-Wright Corporation Employee Stock Purchase Plan, as amended, including to increase the total number of shares of the Company’s common stock reserved for issuance under the plan by 750,000 shares was approved, with the votes cast as follows:
FOR AGAINST ABSTENTIONS BROKER NON-VOTES
37,693,391 265,266 51,489 3,191,339
  1. A proposal seeking approval, on an advisory basis, of a resolution approving the compensation paid to the Company’s named executive officers, as disclosed in the Proxy Statement for the 2018 Annual Meeting of Stockholders pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the Summary Compensation Table, and the related compensation tables and accompanying narrative disclosure therein was approved, with the votes cast as follows:
FOR AGAINST ABSTENTIONS BROKER NON-VOTES
37,487,998 405,838 116,310 3,191,339

.

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/ Glenn E. Tynan
Glenn E. Tynan
Vice President and
Chief Financial Officer
Date: May 11, 2018