8-K Results of Annual Meeting & Director Retirement
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): October 16, 2013
BRIGGS & STRATTON CORPORATION
(Exact name of registrant as specified in its charter)
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Wisconsin | | 1-1370 | | 39-0182330 |
(State or other jurisdiction | | (Commission | | (I.R.S. Employer |
of incorporation) | | File Number) | | Identification No.) |
12301 West Wirth Street, Wauwatosa, Wisconsin 53222
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code (414) 259-5333
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):
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 16, 2013, Robert J. O’Toole retired as a director of the corporation pursuant to Article 3.02 of the Corporation’s Bylaws because he has reached the mandatory retirement age of 72.
BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES
ITEM 5.07 Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Shareholders of the Corporation was held on October 16, 2013 with the following results:
The following nominees were elected to serve three-year terms on the Corporation’s Board of Directors by the following votes:
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| | For | | Withheld | | Broker Non-Votes |
William F. Achtmeyer | | 38,408,177 | | 1,253,282 | | 3,790,651 |
Patricia L. Kampling | | 39,452,716 | | 208,743 | | 3,790,651 |
Todd J. Teske | | 38,575,983 | | 1,085,476 | | 3,790,651 |
Directors of the Corporation whose term of office continued after the meeting are as follows: James E. Humphrey, Keith R. McLoughlin, Henrik C. Slipsager, Charles I. Story and Brian C. Walker.
Deloitte & Touche LLP was ratified as the Corporation’s independent auditors by the following votes:
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| | For | | Against | | Abstain | | Broker Non-Votes |
| | 43,189,993 | | 195,083 | | 67,034 | | — |
The advisory proposal to approve executive compensation was approved by the following votes:
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| | For | | Against | | Abstain | | Broker Non-Votes |
| | 36,633,084 | | 2,881,526 | | 146,849 | | 3,790,651 |
BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES
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 thereunto duly authorized.
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| | BRIGGS & STRATTON CORPORATION | |
| | (Registrant) | |
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Date: October 22, 2013 | | /s/ David J. Rodgers | |
| | David J. Rodgers | |
| | Senior Vice President and Chief Financial Officer | |
| | Duly Authorized Officer | |