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 22, 2013 |
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) |
Registrants 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 2013 Annual Meeting of Shareholders of Genuine Parts Company (the "Company") was held on April 22, 2013. At the Annual Meeting, the Company’s shareholders (1) elected each of the persons listed to serve as a director of the Company with terms to expire at the 2014 Annual Meeting; (2) approved the compensation of the Company's executive officers, including the Company's compensation practices and principles and their implementation; (3) ratified the selection of Ernst & Young LLP as independent auditors of the Company for 2013.
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 22, 2013, the Board of Directors of Genuine Parts Company declared a regular quarterly cash dividend of $.5375 cents per share on the Company's common stock. The dividend is payable July 1, 2013 to shareholders of record June 7, 2013.
In addition, the Board of Directors approved the following corporate officer change. James R. Neill was elected to the position of Senior Vice President – Employee Development and HR Services. Mr. Neill was previously Senior Vice President of Human Resources at Motion Industries, the Company’s industrial distribution company.
A copy of the press release announcing the foregoing is attached as Exhibit 99.2 to this Current Report on Form 8-K.
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 22, 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.
Genuine Parts Company | ||||
April 22, 2013 | By: |
Carol B. Yancey
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Name: Carol B. Yancey | ||||
Title: Executive Vice President and CFO |
Exhibit Index
Exhibit No. | Description | |
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99.1
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Results of the vote of the Company’s shareholders | |
99.2
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Press Release dated April 22, 2013 |
Proposal 1: Election of Directors.
Name | For Votes | Withheld Votes | Broker Non-Votes | |||||||||
Dr. Mary B. Bullock |
120,745,257 | 1,469,987 | 16,770,942 | |||||||||
Paul D. Donahue |
115,963,955 | 6,251,249 | 16,770,942 | |||||||||
Jean Douville |
115,899,256 | 6,315,988 | 16,770,942 | |||||||||
Thomas C. Gallagher |
118,041,216 | 4,174,028 | 16,770,942 | |||||||||
George (Jack) C. Guynn |
120,702,552 | 1,512,692 | 16,770,942 | |||||||||
John R. Holder |
121,152,973 | 1,062,270 | 16,770,942 | |||||||||
John D. Johns |
119,192,537 | 3,022,707 | 16,770,942 | |||||||||
Michael M. E. Johns, M.D. |
120,905,872 | 1,309,372 | 16,770,942 | |||||||||
Robert C. Loudermilk, Jr. |
121,168,736 | 1,046,508 | 16,770,942 | |||||||||
Wendy B. Needham |
121,114,731 | 1,100,513 | 16,770,942 | |||||||||
Jerry W. Nix |
115,961,884 | 6,252,905 | 16,770,942 | |||||||||
Gary W. Rollins |
116,392,287 | 5,822,957 | 16,770,942 |
Proposal 2: Advisory Vote on Executive Compensation.
The shareholders approved the compensation of the Companys executive officers, including the Companys compensation practices and principles and their implementation. The holders of 114,735,343 shares of Common Stock voted in favor of the proposal, holders of 2,616,222 shares voted against, holders of 4,863,431 shares abstained, and there were 16,771,189 broker non-votes.
Proposal 3: Ratification of Selection of Independent Auditors.
The shareholders ratified the selection of Ernst & Young LLP as independent auditors of the Company for 2013. The holders of 135,972,343 shares of Common Stock voted in favor of the ratification, holders of 2,643,513 shares voted against, holders of 370,033 shares abstained, and there were no broker non-votes.
FOR IMMEDIATE RELEASE
Contacts: | Carol B. Yancey, Executive Vice President and CFO (770) 612-2044 Sidney G. Jones, Vice President-Investor Relations (770) 818-4628 |
GENUINE PARTS COMPANY
ANNOUNCES OFFICER CHANGE AND
DECLARES REGULAR QUARTERLY DIVIDEND
Atlanta, Georgia, April 22, 2013 Genuine Parts Company (NYSE: GPC) announced today that its Board of Directors elected James R. Neill to the position of Senior Vice President Employee Development and HR Services. Mr. Neill was previously Senior Vice President of Human Resources at Motion Industries, the Companys industrial distribution company. In his new role, Mr. Neill will report directly to Bruce Clayton, Senior Vice President of Human Resources for the Company.
Tom Gallagher, Chairman and CEO of Genuine Parts Company, commented, Jim joined Motion Industries seven years ago after firmly establishing himself as an excellent leader and executive in a variety of human resources roles over his career. He has done an outstanding job in leading Motions HR organization and is well deserving of this promotion. We look forward to the valuable experience Jim is sure to bring to our corporate HR team.
The Board of Directors of Genuine Parts Company declared a regular quarterly cash dividend of fifty-three and three-quarter cents ($.5375) per share on the Companys common stock.
The dividend is payable July 1, 2013 to shareholders of record June 7, 2013.
About Genuine Parts Company
Genuine Parts Company is a distributor of automotive replacement parts and accessories in the U.S., Canada, Mexico and Australasia. The Company also distributes industrial replacement parts in the U.S., Canada and Mexico 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 2012 revenues of $13.0 billion.