0001299933-13-000692.txt : 20130422 0001299933-13-000692.hdr.sgml : 20130422 20130422154346 ACCESSION NUMBER: 0001299933-13-000692 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20130422 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: 20130422 DATE AS OF CHANGE: 20130422 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: 13773788 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_47491.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 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)
     
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 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
       
        Name: Carol B. Yancey
        Title: Executive Vice President and CFO


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Results of the vote of the Company’s shareholders
99.2
  Press Release dated April 22, 2013
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
    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 Company’s executive officers, including the Company’s 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.

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

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 Company’s 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 Motion’s 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 Company’s 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.