0001104657-18-000036.txt : 20180502 0001104657-18-000036.hdr.sgml : 20180502 20180502163915 ACCESSION NUMBER: 0001104657-18-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180502 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20180502 DATE AS OF CHANGE: 20180502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MATERION Corp CENTRAL INDEX KEY: 0001104657 STANDARD INDUSTRIAL CLASSIFICATION: METAL FORGING & STAMPINGS [3460] IRS NUMBER: 341919973 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15885 FILM NUMBER: 18800231 BUSINESS ADDRESS: STREET 1: 6070 PARKLAND BLVD. CITY: MAYFIELD HTS. STATE: OH ZIP: 44124 BUSINESS PHONE: 2163834931 MAIL ADDRESS: STREET 1: 6070 PARKLAND BLVD. CITY: MAYFIELD HTS. STATE: OH ZIP: 44124 FORMER COMPANY: FORMER CONFORMED NAME: BRUSH ENGINEERED MATERIALS INC DATE OF NAME CHANGE: 20000131 8-K 1 a52188-k.htm 8-K Document


 
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) May 2, 2018
 
 
 
MATERION CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
Ohio
001-15885
34-1919973
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
 
6070 Parkland Blvd., Mayfield Hts., Ohio
 
44124
(Address of principal executive offices)
 
(Zip Code)
 
 
 
Registrant's telephone number, including area code (216) 486-4200
 
 
 
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))

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 (§204.12b-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 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.

On May 2, 2018, Materion Corporation (the "Company") held its 2018 Annual Meeting of Shareholders (the "Annual Meeting"). Set forth below are the proposals voted upon and the final voting results.

As of the record date of the Annual Meeting, there were 20,154,150 shares of common stock outstanding and entitled to vote on each matter presented for vote at the Annual Meeting. At the Annual Meeting 18,871,214, or 94% of the outstanding common shares entitled to vote were represented in person or by proxy. Those shares were voted as follows:

(1) Election of Directors.
The following individuals were nominated in 2018 to serve as directors until 2019. All nominees were elected. The results were as follows:
Director
For
Against
Abstain
Broker Non-Votes
Vinod M. Khilnani
17,166,850

236,192

—

1,468,172

William B. Lawrence
16,968,560

434,482

—

1,468,172

N. Mohan Reddy
17,022,976

380,066

—

1,468,172

Craig S. Shular
17,029,730

373,312

—

1,468,172

Darlene J. S. Solomon
17,222,813

180,229

—

1,468,172

Robert B. Toth
17,109,134

293,908

—

1,468,172

Jugal K. Vijayvargiya
17,240,357

162,685

—

1,468,172

Geoffrey Wild
17,170,355

232,687

—

1,468,172

Robert J. Phillippy
17,241,447

161,595

—

1,468,172


(2) Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the year 2018.
The proposal was approved based on the following vote:
For
18,376,993

Against
485,909

Abstentions
8,312

Broker Non-Votes
—


(3) Advisory vote to approve the compensation of the Company's named executive officers for 2018.
The Company's shareholders approved, on an advisory, non-binding basis the compensation of the Company's named executive officers.
For
16,912,187

Against
451,095

Abstentions
39,760

Broker Non-Votes
1,468,172






 















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.

 
 
Materion Corporation
 
 
 
May 2, 2018
By:
/s/ Stephen Shamrock
 
 
Stephen Shamrock
 
 
Vice President, Corporate Controller and Investor Relations