0001104659-14-014617.txt : 20140228 0001104659-14-014617.hdr.sgml : 20140228 20140228114917 ACCESSION NUMBER: 0001104659-14-014617 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140227 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20140228 DATE AS OF CHANGE: 20140228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEADWATERS INC CENTRAL INDEX KEY: 0001003344 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE PRODUCTS, EXCEPT BLOCK & BRICK [3272] IRS NUMBER: 870547337 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32459 FILM NUMBER: 14652791 BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVERFRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: 8019849400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVERFRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FORMER COMPANY: FORMER CONFORMED NAME: COVOL TECHNOLOGIES INC DATE OF NAME CHANGE: 19951113 8-K 1 a14-7041_18k.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): February 27, 2014

 

Headwaters Incorporated

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-32459

 

87-0547337

(State or other jurisdiction

 

(Commission

 

(I.R.S. Employer

of incorporation)

 

File Number)

 

Identification Number)

 

10701 South River Front Parkway, Suite 300

 

 

South Jordan, UT

 

84095

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (801) 984-9400

 

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:

 

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))

 

 

 


 

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

 

On February 27, 2014 we held our 2014 Annual Meeting of Stockholders for the following purposes:

 

1.                                      To elect one Class II director to serve until the 2017 annual meeting, or until such director’s successor is duly elected and qualified;

 

2.                                      To ratify the selection by the Board of Directors of BDO USA, LLP as our independent auditors for the fiscal year ending September 30, 2014; and

 

3.                                      To have an advisory vote to approve executive compensation.

 

All proposals were approved by the stockholders. A total of 45,022,047 shares were voted on proposals 1 and 3, for which there were 15,442,322 broker non-votes. A total of 60,464,369 shares were voted on proposal 2. The results of the voting were as follows:

 

1.                                      To elect Mr. Kirk A. Benson as a Class II director: for — 43,998,860; against — 982,383; abstain — 40,804.

 

2.                                      To ratify the selection of BDO USA, LLP as independent auditors for the fiscal year ending September 30, 2014: for — 59,001,328; against — 1,439,056; abstain — 23,985.

 

3.                                      To approve, on an advisory basis, Headwaters’ compensation of the named executive officers as disclosed in the proxy statement: for — 43,592,904; against — 1,185,217; abstain — 243,926.

 

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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.

 

Date:                  February 28, 2014

 

 

HEADWATERS INCORPORATED

 

(Registrant)

 

 

 

 

 

By:

/s/ Kirk A. Benson

 

Kirk A. Benson

 

Chief Executive Officer

 

(Principal Executive Officer)

 

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