0001140361-13-039497.txt : 20131024 0001140361-13-039497.hdr.sgml : 20131024 20131024164916 ACCESSION NUMBER: 0001140361-13-039497 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131024 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20131024 DATE AS OF CHANGE: 20131024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SENSIENT TECHNOLOGIES CORP CENTRAL INDEX KEY: 0000310142 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 390561070 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07626 FILM NUMBER: 131168599 BUSINESS ADDRESS: STREET 1: 777 EAST WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 4142716755 MAIL ADDRESS: STREET 1: PO BOX 737 CITY: MILWAUKEE STATE: WI ZIP: 53201 FORMER COMPANY: FORMER CONFORMED NAME: UNIVERSAL FOODS CORP DATE OF NAME CHANGE: 19920703 8-K 1 form8k.htm SENSIENT TECHNOLOGIES CORP 8-K 10-24-2013

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

October 24, 2013
(Date of Report/Date of earliest event reported)
SENSIENT TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)
WISCONSIN
1-7626
39-0561070
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS EmployerIdentification No.)

777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5304
(Address and zip code of principal executive offices)

(414) 271-6755
(Registrant’s telephone number, including area code)

N/A
(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 8.01 OTHER EVENTS.
 
On October 24, 2013, Sensient Technologies Corporation ("Sensient" or the "Company") issued a press release to announce that its Board of Directors has amended the Company's Corporate Governance Guidelines to include a director resignation policy for directors in uncontested elections.  The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
 
Pursuant to the policy, any director nominee who fails to receive in an uncontested election a greater number of votes "for" his or her election than votes "withheld" from such election must tender his or her irrevocable resignation to the Board.  The Nominating and Corporate Governance Committee will act to determine whether to accept the director's resignation and will submit such recommendation for consideration by the Board, and the Board will act on the Committee's recommendation.  The Committee and the Board may consider any factors they deem relevant in deciding whether to accept a director's resignation.  Generally, any director who tenders his or her resignation pursuant to the policy shall not participate in the Committee recommendation or Board action regarding whether to accept the resignation offer (unless three or fewer directors were not required to submit their resignation under the policy, in which case all directors may participate in the Board action regarding whether to accept the resignation offers).
 
The foregoing description of the Company's director resignation policy is qualified in its entirety by reference to the full text of such policy in the Company's Corporate Governance Guidelines, a copy of which is available at the Company's website www.sensient.com by following the links to "About Sensient" and "Corporate Governance."

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

The following exhibit is furnished with this Current Report on Form 8-K:

Exhibit 99.1
Sensient Technologies Corporation Press Release dated October 24, 2013


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.

 
SENSIENT TECHNOLOGIES CORPORATION
(Registrant)
 
 
 
 
 
By:
/s/ John L. Hammond
 
 
Name:
John L. Hammond
 
 
Title:
Senior Vice President, General Counsel and Secretary
 
Date:
October 24, 2013
 


EXHIBIT INDEX

Sensient Technologies Corporation Press Release dated October 24, 2013
 
 

EX-99.1 2 ex99_1.htm EXHIBIT 99.1

Exhibit 99.1
 
FOR IMMEDIATE RELEASE

Contact:     Dick Hobbs
   414-347-3706

SENSIENT ADOPTS MAJORITY VOTING STANDARD FOR UNCONTESTED DIRECTOR ELECTIONS

MILWAUKEE, WI – October 24, 2013  Sensient Technologies Corporation (NYSE: SXT) announced today that its Board of Directors has approved changes to the Company’s Corporate Governance Guidelines to provide for majority voting in uncontested director elections.  Under the revised Guidelines, any director nominee who fails to receive a majority of the votes cast in an uncontested election must tender his or her irrevocable resignation to the Board of Directors.  A director’s resignation becomes effective upon its acceptance by the Board of Directors.

Sensient’s Corporate Governance Guidelines are available on the Company’s website at www.sensient.com by following the links to “About Sensient” and “Corporate Governance.”

Sensient Technologies Corporation is a leading global manufacturer and marketer of colors, flavors and fragrances.  Sensient employs advanced technologies at facilities around the world to develop specialty food and beverage systems, cosmetic and pharmaceutical systems, inkjet and specialty inks and colors, and other specialty and fine chemicals.  The Company’s customers include major international manufacturers representing most of the world’s best-known brands.  Sensient is headquartered in Milwaukee, Wisconsin.

www.sensient.com

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