0000077543-19-000026.txt : 20190524 0000077543-19-000026.hdr.sgml : 20190524 20190524164447 ACCESSION NUMBER: 0000077543-19-000026 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190524 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190524 DATE AS OF CHANGE: 20190524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TUTOR PERINI CORP CENTRAL INDEX KEY: 0000077543 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL BUILDING CONTRACTORS - NONRESIDENTIAL BUILDINGS [1540] IRS NUMBER: 041717070 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06314 FILM NUMBER: 19855001 BUSINESS ADDRESS: STREET 1: 15901 OLDEN STREET CITY: SYLMAR STATE: CA ZIP: 91342 BUSINESS PHONE: 818-362-8391 MAIL ADDRESS: STREET 1: 15901 OLDEN STREET CITY: SYLMAR STATE: CA ZIP: 91342 FORMER COMPANY: FORMER CONFORMED NAME: TUTOR PERINI Corp DATE OF NAME CHANGE: 20090529 FORMER COMPANY: FORMER CONFORMED NAME: PERINI CORP DATE OF NAME CHANGE: 19920703 8-K 1 tpc-20190524x8k.htm 8-K 8-K - 2019 Annual Shareholders' Meeting Voting Results



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 22, 2019





Tutor Perini Corporation

(Exact Name of Registrant as Specified in Charter)

 



 

 

Massachusetts

(State or Other Jurisdiction

of Incorporation)

1-6314

(Commission

File Number)

04-1717070

(I.R.S. Employer

Identification No.)

 

15901 Olden Street, Sylmar, California 91342-1093

(Address of Principal Executive Offices, and Zip Code)

 

(818) 362-8391

Registrant’s Telephone Number, Including Area Code

 

None

(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):

 

☐    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))

Securities registered pursuant to Section 12(b) of the Act:



 

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $1.00 par value

TPC

The New York Stock Exchange



Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).



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 2019 Annual Meeting of Shareholders (the “Annual Meeting”) of Tutor Perini Corporation (the “Company”) was held on May 22, 2019. At the Annual Meeting, the Company’s shareholders voted on three proposals as described in the Proxy Statement and cast their votes as set forth below.



Proposal 1: Election of Directors



The Company’s shareholders elected each of the following 11 nominees for director to serve a one-year term expiring at the Company's 2020 Annual Meeting of Shareholders. The votes cast in the election of directors were as follows:





 

 

 

 

 

 



 

 

 

 

 

 

Elected Directors

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

Ronald N. Tutor

 

28,216,172

 

16,632,036

 

2,888,975

Peter Arkley

 

17,946,926

 

26,901,282

 

2,888,975

Sidney J. Feltenstein

 

28,130,778

 

16,717,430

 

2,888,975

James A. Frost

 

29,253,427

 

15,594,781

 

2,888,975

Michael F. Horodniceanu

 

29,279,905

 

15,568,303

 

2,888,975

Michael R. Klein

 

16,565,228

 

28,282,980

 

2,888,975

Robert C. Lieber

 

27,088,688

 

17,759,520

 

2,888,975

Dennis D. Oklak

 

29,279,641

 

15,568,567

 

2,888,975

Raymond R. Oneglia

 

26,596,039

 

18,252,169

 

2,888,975

Dale Anne Reiss

 

28,689,117

 

16,159,091

 

2,888,975

Dickran M. Tevrizian, Jr.

 

27,669,029

 

17,179,179

 

2,888,975





Proposal 2: Ratification of Appointment of Auditors



The Company’s shareholders ratified the selection of Deloitte & Touche LLP, independent registered public accountants, as auditors of the Company for the year ending December 31, 2019. Voting results on this matter were as follows:





 

 

 

 

 

 



 

 

 

 

 

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

45,963,932

 

1,435,415

 

337,836

 

0





Proposal 3: Advisory (Non-binding) Vote to Approve Tutor Perini’s Named Executive Officer Compensation



The Company’s shareholders cast their votes with respect to the advisory (non-binding) vote to approve named executive officer compensation as set forth below:









 

 

 

 

 

 



 

 

 

 

 

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

16,171,893

 

27,999,363

 

676,952

 

2,888,975













2

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.





 

   

Tutor Perini Corporation

   

   

Dated: May 24, 2019

By:

/s/ Gary G. Smalley



 

Gary G. Smalley

   

 

Executive Vice President and Chief Financial Officer



 



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