0001299933-11-001124.txt : 20110419 0001299933-11-001124.hdr.sgml : 20110419 20110418173634 ACCESSION NUMBER: 0001299933-11-001124 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20110418 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110419 DATE AS OF CHANGE: 20110418 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENUINE PARTS CO CENTRAL INDEX KEY: 0000040987 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MOTOR VEHICLE SUPPLIES & NEW PARTS [5013] IRS NUMBER: 580254510 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05690 FILM NUMBER: 11766456 BUSINESS ADDRESS: STREET 1: 2999 CIRCLE 75 PARKWAY CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 4049531700 MAIL ADDRESS: STREET 1: 2999 CIRCLE 75 PARKWAY CITY: ATLANTA STATE: GA ZIP: 30339 8-K 1 htm_41369.htm LIVE FILING Genuine Parts Company (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):   April 18, 2011

Genuine Parts Company
__________________________________________
(Exact name of registrant as specified in its charter)

     
Georgia 001-05690 58-0254510
_____________________
(State or other jurisdiction 		_____________
(Commission 		______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
2999 Circle 75 Pkwy, Atlanta, Georgia   30339
_________________________________
(Address of principal executive offices) 		  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   770.953.1700

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.

The 2011 Annual Meeting of Shareholders of Genuine Parts Company (the "Company") was held on April 18, 2011. At the Annual Meeting, the Company’s shareholders (1) elected each of the persons listed below to serve as a director of the Company with terms to expire at the 2012 Annual Meeting; (2)approved the compensation of the Company's executive officers, including the Company's compensation practices and principles and their implementation; (3) approved an annual vote regarding the frequency of shareholder votes on executive officers, including the Company's compensation practices and principles and their implementation; (4) re-approved material terms of performance goals for qualified performance-based awards under the Genuine Parts Company 2006 Long-Term Incentive Plan; (5) ratified the selection of Ernst & Young LLP as independent auditors of the Company for 2011.

The results of the vote of the Company’s shareholders is filed with this Current Report on Form 8-K as exhibit 99.1.





Item 8.01 Other Events.

On April 18, 2011, the Board of Directors of Genuine Parts Company declared a regular quarterly cash dividend of $.45 cents per share on the Company's common stock. The dividend is payable July 1, 2011 to shareholders of record June 10, 2011.





Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Results of the vote of the Company’s shareholders
99.2 Press Release dated April 18, 2011





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.

         
    Genuine Parts Company
          
April 18, 2011   By:   Jerry W. Nix
       
        Name: Jerry W. Nix
        Title: Vice Chairman and CFO

Exhibit Index


     
Exhibit No.   Description
 
99.1
  Results of the vote of the Company’s shareholders
99.2
  Press Release dated April 18, 2011
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Proposal 1: Election of Directors.

                         
Name   For Votes   Withheld Votes   Broker Non-Votes
Dr. Mary B. Bullock
     118,308,677       1,163,898       16,895,452  
Jean Douville
     118,779,595       692,980       16,895,452  
Thomas C. Gallagher
     116,776,370       2,696,205       16,895,452  
George (Jack) C. Guynn
     118,364,273       1,108,303       16,895,452  
John R. Holder
     119,179,417       293,158       16,895,452  
John D. Johns
     115,542,814       3,929,762       16,895,452  
Michael M. E. Johns, M.D.
     115,884,390       3,588,186       16,895,452  
J. Hicks Lanier
     115,103,707       4,368,868       16,895,452  
Robert C. Loudermilk, Jr.
     118,435,750       1,036,825       16,895,452  
Wendy B. Needham
     118,356,274       1,116,301       16,895,452  
Jerry W. Nix
     112,705,286       6,767,289       16,895,452  
Gary W. Rollins
     115,414,381       4,058,194       16,895,452  

Proposal 2: Advisory Vote on Executive Compensation.

The shareholders approved the compensation of the Company’s executive officers, including the Company’s compensation practices and principles and their implementation. The holders of 111,876,795 shares of Common Stock voted in favor of the proposal, holders of 3,688,448 shares voted against, holders of 3,907,332 shares abstained, and there were 16,895,452 broker non-votes.

Proposal 3: Advisory Vote on Frequency of Shareholder Vote on Executive Compensation.

The shareholders approved an annual vote regarding the frequency of shareholder votes on executive compensation of the Company’s executive officers, including the Company’s compensation practices and principles and their implementation.

         
Frequency   For Votes
One Year
     97,467,390  
Two Years
     961,001  
Three Years
     16,786,561  

The holders of 4,257,624 shares abstained and there were 16,895,452 broker non-votes.

Proposal 4: Re-Approval of Material Terms of Performance Goals for Qualified Performance-Based Awards under the Genuine Parts Company 2006 Long-Term Incentive Plan.

The shareholders re-approved material terms of performance goals for qualified performance-based awards under the Genuine Parts Company 2006 Long-Term Incentive Plan. The holders of 113,958,815 shares of Common Stock voted in favor of the proposal, holders of 5,084,176 shares voted against, holders of 429,585 shares abstained, and there were 16,895,452 broker non-votes.

Proposal 5: Ratification of Selection of Independent Auditors.

The shareholders ratified the selection of Ernst & Young LLP as independent auditors of the Company for 2011. The holders of 133,439,099 shares of Common Stock voted in favor of the ratification, holders of 2,685,802 shares voted against, holders of 243,126 shares abstained, and there were no broker non-votes.

EX-99.2 3 exhibit2.htm EX-99.2 EX-99.2

FOR IMMEDIATE RELEASE

Contacts: Jerry W. Nix, Vice Chairman and CFO — (770) 612-2048

Sidney G. Jones, Vice President-Investor Relations – (770) 818-4628

GENUINE PARTS COMPANY
DECLARES REGULAR QUARTERLY DIVIDEND

Atlanta, Georgia, April 18, 2011 — The Board of Directors of Genuine Parts Company
(NYSE: GPC) declared a regular quarterly cash dividend of forty-five cents ($.45) per share on the Company’s common stock.

The dividend is payable July 1, 2011 to shareholders of record June 10, 2011.

About Genuine Parts Company

Genuine Parts Company is a distributor of automotive replacement parts in the U.S., Canada and Mexico. The Company also distributes industrial replacement parts in the U.S. and Canada through its Motion Industries subsidiary. S. P. Richards Company, the Office Products Group, distributes business products nationwide in the U.S. and in Canada. The Electrical/Electronic Group, EIS, Inc., distributes electrical and electronic components throughout the U.S., Canada and Mexico. Genuine Parts Company had 2010 revenues of $11.2 billion.