0001299933-17-000413.txt : 20170425 0001299933-17-000413.hdr.sgml : 20170425 20170425160145 ACCESSION NUMBER: 0001299933-17-000413 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170424 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170425 DATE AS OF CHANGE: 20170425 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: 17781108 BUSINESS ADDRESS: STREET 1: 2999 WILDWOOD PARKWAY CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 6789345000 MAIL ADDRESS: STREET 1: 2999 WILDWOOD PARKWAY CITY: ATLANTA STATE: GA ZIP: 30339 8-K 1 htm_54852.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 24, 2017

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 Wildwood 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2017 Annual Meeting of Shareholders of Genuine Parts Company (the "Company") was held on April 24, 2017. 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 2018 Annual Meeting; (2) approved on an advisory basis, the compensation of the Company's named executive officers, including the Company's compensation practices and principles and their implementation; (3) approved on an advisory basis, the frequency of the shareholders' vote on the compensation of the Company's named executive officers to be every year, and in light of these results, the Company's Board of Directors determined at a meeting held on April 24, 2017 that the Company will hold a non-binding advisory vote on the compensation of the Company's named executive officers every year until the next shareholder advisory vote on this matter; and (4) ratified the selection of Ernst & Young LLP as independent auditors of the Company for 2017.

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 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Results of the vote of the Company’s shareholders





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 25, 2017   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
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
Elizabeth W. Camp
   118,524,200   961,549   15,754,230
Paul D. Donahue
   118,752,230   733,518   15,754,230
Gary P. Fayard
   118,499,979   985,770   15,754,230
Thomas C. Gallagher
   117,396,317   2,089,432   15,754,230
John R. Holder
   118,487,941   997,807   15,754,230
Donna W. Hyland
   118,566,667   919,081   15,754,230
John D. Johns
   114,312,911   5,172,837   15,754,230
Robert C. Loudermilk, Jr.
   118,476,487   1,009,262   15,754,230
Wendy B. Needham
   117,559,719   1,926,029   15,754,230
Jerry W. Nix
   118,277,293   1,208,456   15,754,230
E. Jenner Wood III
   117,944,030   1,541,719   15,754,230

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 114,979,675 shares of Common Stock voted in favor of the proposal, holders of 3,899,332 shares voted against, holders of 606,741 shares abstained, and there were 15,754,230 broker non-votes.

Proposal 3: Frequency of Shareholders’ Vote on Executive Compensation.

The shareholders approved the frequency of the shareholders’ vote on the compensation of the Company’s executive officers to be every year. The holders of 102,637,406 shares of Common Stock voted in favor of approving the executive officers’ compensation every year, holders of 347,352 shares of Common Stock voted in favor of approving the executive officers’ compensation every two years and holders of 16,091,519 shares of Common Stock voted in favor of approving the executive officers’ compensation every three years. Holders of 409,472 shares abstained, and there were 15,754,230 broker non-votes.

Proposal 4: Ratification of Selection of Independent Auditors.

The shareholders ratified the selection of Ernst & Young LLP as independent auditors of the Company for 2017. The holders of 129,193,881 shares of Common Stock voted in favor of the ratification, holders of 5,842,085 shares voted against, holders of 204,013 shares abstained, and there were no broker non-votes.