0001104659-13-040313.txt : 20130510 0001104659-13-040313.hdr.sgml : 20130510 20130510162945 ACCESSION NUMBER: 0001104659-13-040313 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130507 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20130510 DATE AS OF CHANGE: 20130510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARDINGE INC CENTRAL INDEX KEY: 0000313716 STANDARD INDUSTRIAL CLASSIFICATION: MACHINE TOOLS, METAL CUTTING TYPES [3541] IRS NUMBER: 160470200 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34639 FILM NUMBER: 13833874 BUSINESS ADDRESS: STREET 1: ONE HARDING DRIVE CITY: ELMIRA STATE: NY ZIP: 14902 BUSINESS PHONE: 6077342281 MAIL ADDRESS: STREET 1: ONE HARDINGE DRIVE CITY: ELMIRA STATE: NY ZIP: 14902 FORMER COMPANY: FORMER CONFORMED NAME: HARDINGE BROTHERS INC DATE OF NAME CHANGE: 19920703 8-K 1 a13-12041_28k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 7, 2013

 

Hardinge Inc.

(Exact name of Registrant as specified in its charter)

 

New York

 

000-15760

 

16-0470200

(State or other jurisdiction of
incorporation or organization)

 

Commission file number

 

(I.R.S. Employer
Identification No.)

 

One Hardinge Drive, Elmira, NY 14902
(Address of principal executive offices) (Zip Code)

 

(607) 734-2281
(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 communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                 Soliciting material 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 May 7, 2013, Hardinge Inc. (the “Company”) held its 2013 Annual Meeting of Shareholders (the “Annual Meeting”).  The total number of shares (excluding fractional amounts) of the Company’s common stock, par value $0.01 per share, voted in person or by proxy at the Annual Meeting was 10,634,474, representing approximately 90.44% of the 11,758,543 shares outstanding and entitled to vote at the Annual Meeting.  All non-advisory matters voted upon at the Annual Meeting were approved with the required votes. The Company’s shareholders also voted on an advisory basis in favor of the Company’s executive compensation policies and practices. The matters that were voted upon at the Annual Meeting, and the number of votes cast for, against or withheld, as well as the number of the abstentions and broker non-votes as to each such matter, where applicable, are set forth below:

 

Proposal 1  Election of Directors

 

The Company’s shareholders elected three Class I directors to each serve for a three-year term expiring at the 2016 Annual Meeting, or when their respective successors have been duly elected and qualified.  The voting results, excluding fractional amounts, were as follows:

 

 

 

VOTES FOR

 

VOTES WITHHELD

 

BROKER NON-VOTES

 

Robert J. Lepofsky

 

8,955,178

 

98,207

 

1,581,088

 

Mitchell I. Quain

 

8,226,945

 

826,440

 

1,581,088

 

Richard L. Simons

 

8,917,089

 

136,297

 

1,581,088

 

 

Proposal 2  Ratification of the Appointment of Independent Auditor

 

The Company’s shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent auditors for the fiscal year ending December 31, 2013.  The voting results, excluding fractional amounts, were as follows:

 

VOTES FOR

 

VOTES AGAINST

 

ABSTENTIONS

 

10,478,684

 

110,898

 

44,891

 

 

Proposal 3  Advisory Vote on Executive Compensation

 

The Company’s shareholders voted on an advisory basis in favor of the Company’s executive compensation policies and practices.  The voting results, excluding fractional amounts, were as follows:

 

VOTES FOR

 

VOTES AGAINST

 

ABSTENTIONS

 

BROKER NON-VOTES

 

8,876,469

 

110,741

 

66,175

 

1,581,088

 

 

2



 

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 thereunto duly authorized.

 

 

 

HARDINGE INC.

 

 

Registrant

 

 

 

 

 

 

Date: May 10, 2013

By:

/S/ EDWARD J. GAIO

 

 

Edward J. Gaio

 

 

Vice President and Chief Financial Officer

 

3