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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): February 13, 2010
Keithley Instruments, Inc.
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(Exact name of registrant as specified in its charter)
Ohio 1-9965 34-0794417
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
28775 Aurora Road, Solon, Ohio 44139
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (440) 248-0400
Not Applicable
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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 8.01 Other Events
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Submission of Matters to a Vote of Security Holders
(a) On February 13, 2010, the registrant conducted its Annual Meeting of
Shareholders. The following matters were brought before the shareholders for
vote at this meeting:
Proposal 1 - Election of Directors: FOR WITHHELD BROKER NON-VOTES
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Joseph P. Keithley 28,982,324 615,049 1,025,297
Brian R. Bachman* 7,575,588 558,764 1,007,297
James B. Griswold 29,037,397 559,976 1,025,297
Leon J. Hendrix, Jr. 29,054,495 542,877 1,025,297
Brian J. Jackman* 7,972,330 162,022 1,007,297
Dr. N. Mohan Reddy* 7,942,292 192,060 1,007,297
Thomas A. Saponas 29,393,403 203,969 1,025,297
Barbara V. Scherer 29,440,282 157,091 1,025,297
*Elected by holders of Common Shares only.
Proposal 2 - To ratify the selection of PricewaterhouseCoopers LLP as Keithley
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Instruments, Inc.'s independent accountants for the fiscal year ending September
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30, 2010
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FOR 30,225,727
AGAINST 378,015
ABSTAIN 18,928
No other matters were brought before shareholders for a vote at the meeting.
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.
Keithley Instruments, Inc.
February 19, 2010 By: Mark J. Plush
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Name: Mark J. Plush
Title: Senior Vice President, Chief
Financial Officer and Treasurer