0001193125-12-230846.txt : 20120514 0001193125-12-230846.hdr.sgml : 20120514 20120514141555 ACCESSION NUMBER: 0001193125-12-230846 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120509 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20120514 DATE AS OF CHANGE: 20120514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUCOR CORP CENTRAL INDEX KEY: 0000073309 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 131860817 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04119 FILM NUMBER: 12837974 BUSINESS ADDRESS: STREET 1: 1915 REXFORD RD CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 7043667000 MAIL ADDRESS: STREET 1: 1915 REXFORD ROAD CITY: CHARLOTTE STATE: NC ZIP: 28211 FORMER COMPANY: FORMER CONFORMED NAME: NUCLEAR CORP OF AMERICA INC DATE OF NAME CHANGE: 19680911 FORMER COMPANY: FORMER CONFORMED NAME: AZTEC MECHANICAL CONTRACTORS INC DATE OF NAME CHANGE: 19660629 8-K 1 d354533d8k.htm FORM 8-K 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): May 9, 2012

 

 

NUCOR CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

1-4119   13-1860817

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

1915 Rexford Road, Charlotte, North Carolina   28211
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (704) 366-7000

N/A

(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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) At its meeting on May 9, 2012, the Compensation and Executive Development Committee of the Board of Directors (the “Board”) of Nucor Corporation (the “Corporation”) approved an amendment to the vesting and exercisability provisions of the stock options granted to Daniel R. DiMicco, the Corporation’s Chairman and Chief Executive Officer, on June 1, 2010 and June 1, 2011. The amendment provides that the options will become vested and exercisable in the event of Mr. DiMicco’s death or disability while employed by the Corporation and, in either of such events, will remain exercisable for the remainder of the period preceding the originally scheduled expiration date of the options. The amendment conforms the vesting and exercisability provisions of the stock options granted to Mr. DiMicco on June 1, 2010 and June 1, 2011 to the provisions of the stock options that will be granted to Mr. DiMicco on June 1, 2012 under the Corporation’s annual long-term incentive award program.

 

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

(a) The Corporation held its annual meeting of stockholders on May 10, 2012.

(b) At the meeting, stockholders elected all four of the directors nominated by the Board to serve for a term of one year and until their successors are duly elected and qualified. Each director received a greater number of votes cast “for” his election than votes “withheld” from his election as reflected below. The stockholders also ratified the appointment of PricewaterhouseCoopers LLP as the Corporation’s independent registered public accounting firm for the year ending December 31, 2012. The stockholders did not approve the stockholder proposal presented at the meeting. For more information on the proposals, see the Corporation’s proxy statement dated March 22, 2012. The final voting results for each of the proposals presented at the meeting are set forth below.

Election of Directors:

 

Director

    Votes For      Votes Withheld      Broker
Non-Votes		  

Clayton C. Daley, Jr.

      229,384,847         6,439,121         39,539,820   

John J. Ferriola

      233,134,922         2,689,046         39,539,820   

Harvey B. Gantt

      229,338,784         6,485,185         39,539,820   

Bernard L. Kasriel

      231,304,562         4,519,407         39,539,820   

Ratification of PricewaterhouseCoopers LLP:

 

Votes For      Votes Against      Abstentions  
  272,041,586         2,980,598         341,604   

Stockholder Proposal - Director Election Majority Vote Standard:

 

Votes For      Votes Against      Abstentions      Broker
Non-Votes		  
  92,876,614         141,924,106         1,023,249         39,539,820   

 

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SIGNATURE

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.

 

  NUCOR CORPORATION
Date: May 14, 2012   By:  

/s/ James D. Frias

    James D. Frias
    Chief Financial Officer, Treasurer and Executive Vice President

 

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