8-K 1 v348223_8k.htm CURRENT REPORT

 

 

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): June 18, 2013

 

GP STRATEGIES CORPORATION

(Exact name of registrant as specified in its charter)

 

1-7234

(Commission File Number)

 

Delaware   52-0845774
(State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.)

 

6095 Marshalee Drive, Suite 300

Elkridge, MD 21075

(Address of principal executive offices, with zip code)

 

(410) 379-3600

(Registrant’s telephone number, including area code)

 

 

(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 (see General Instruction A.2. below):

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

oPre-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 June 18, 2013, GP Strategies Corporation held its annual meeting of shareholders. At that meeting, the following matters were voted upon:

 

1.Our stockholders elected the Directors listed below for terms continuing until the next annual meeting of stockholders and until their respective successors are elected and qualify. The results of the voting were as follows:

 

   Common Shares Cast: 
   For   Withheld   Broker Non-Votes 
Harvey P. Eisen   8,666,003    7,136,046    1,410,953 
Daniel M. Friedberg   15,670,327    131,722    1,410,953 
Marshall S. Geller   15,616,250    185,799    1,410,953 
Scott N. Greenberg   15,729,081    72,968    1,410,953 
Sue W. Kelly   15,752,926    49,123    1,410,953 
Richard C. Pfenniger, Jr.   13,891,547    1,910,502    1,410,953 
A. Marvin Strait   15,672,961    129,088    1,410,953 

 

 

2.A proposal to ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2013. The proposal was approved and the results of the voting were as follows:

 

  For   Against   Abstentions  
  16,891,869   310,225   10,908  

 

 

3.A non-binding advisory proposal to approve the compensation of the Company’s named executive officers. The proposal was approved and the results of the voting were as follows:

 

  For   Against   Abstentions   Broker Non-Votes  
 

15,171,984

 

 

401,865

 

 

228,200

 

 

1,410,953

 

 

 

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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.

 

  GP STRATEGIES CORPORATION
   
   
   
Date: June 21, 2013 /s/ Kenneth L. Crawford                                                
  Kenneth L. Crawford
  Senior Vice President, Secretary & General Counsel

 

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