-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PWdnPVAQXzliTWfGQaQDSh9OoMnZiHncU0DtR4i1R43QgsIJaGe9cCo8k7mAj5sb 3mxdLOOTVMN0uSggaah1Aw== 0001193125-10-043951.txt : 20100301 0001193125-10-043951.hdr.sgml : 20100301 20100301085835 ACCESSION NUMBER: 0001193125-10-043951 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100225 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20100301 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEADWATERS INC CENTRAL INDEX KEY: 0001003344 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS PRODUCTS OF PETROLEUM & COAL [2990] 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: 10642061 BUSINESS ADDRESS: STREET 1: 10653 SOUTH RIVERFRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: 8019849400 MAIL ADDRESS: STREET 1: 10653 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 d8k.htm FORM 8-K Form 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 25, 2010

 

 

Headwaters Incorporated

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-32459   87-0547337

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

10653 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:

 

¨ 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))

 

 

 

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

On February 25, 2010 we held our 2010 Annual Meeting of Stockholders for the following purposes:

 

  1. To elect three Class I directors to serve until the 2013 annual meeting, or until their successors are duly elected and qualified;

 

  2. To ratify the selection by the Board of Directors of BDO Seidman, LLP as our independent auditors for the fiscal year ending September 30, 2010;

 

  3. To approve the new Headwaters 2010 Incentive Compensation Plan; and

 

  4. To approve amendments to our 2000 Employee Stock Purchase Plan.

All proposals were approved by the stockholders. A total of 33,032,377 shares were voted on proposals 1, 3 and 4, for which there were 18,450,378 broker non-votes. A total of 51,482,755 shares were voted on proposal 2. The results of the voting were as follows:

 

  1. To elect Mr. R Sam Christensen as a Class I director: for – 31,687,544; withheld authority – 1,344,833.

To elect Mr. William S. Dickinson as a Class I director: for – 31,614,856; withheld authority – 1,417,521.

To elect Mr. Malyn K. Malquist as a Class I director: for – 30,888,917; withheld authority – 2,143,460.

 

  2. To ratify the selection of BDO Seidman, LLP as independent auditors for the fiscal year ending September 30, 2010: for – 50,072,280; against – 1,309,896; abstain – 100,579.

 

  3. To approve the new Headwaters 2010 Incentive Compensation Plan: for – 29,894,220; against – 2,996,086; abstain – 142,071.

 

  4. To approve amendments to our 2000 Employee Stock Purchase Plan: for – 31,728,187; against – 1,194,749; abstain – 109,441.

 

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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: March 1, 2010

 

HEADWATERS INCORPORATED

(Registrant)
By:  

/s/ Kirk A. Benson

  Kirk A. Benson
  Chief Executive Officer
  (Principal Executive Officer)

 

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