Document


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 2, 2016

EMCOR GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
 
1-8267
 
11-2125338
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

301 Merritt Seven, Norwalk, CT
 
06851-1092
(Address of Principal Executive Offices)
 
(Zip Code)

(203) 849-7800
(Registrant’s Telephone Number, Including Area Code)
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 (see General Instruction A.2. below):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-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 2, 2016 at the 2016 Annual Meeting of Stockholders of EMCOR Group, Inc. (the “Company”), the stockholders of the Company voted on the following four items:

1.
To elect ten directors to serve until the Company’s next Annual Meeting of Stockholders and until their successors are duly elected and qualified.

2.    To consider a non-binding advisory resolution approving executive compensation.

3.
To ratify the appointment of Ernst & Young LLP as the Company's independent auditors for 2016.

4.
To consider a shareholder proposal regarding proxy access.

The results are as follows:    

Proposal 1. The nominees for director were elected based upon the following votes:
Nominee
Shares For
Shares Against
Abstentions
Broker
Non-Votes
John W. Altmeyer
54,955,660
517,247
19,157
1,562,882
Stephen W. Bershad
54,421,526
1,051,181
19,357
1,562,882
David A.B. Brown
54,347,611
1,125,046
19,407
1,562,882
Anthony J. Guzzi
54,716,009
756,784
19,271
1,562,882
Richard F. Hamm, Jr.
54,327,444
1,145,442
19,178
1,562,882
David H. Laidley
54,689,186
783,686
19,192
1,562,882
M. Kevin McEvoy
55,041,301
431,608
19,155
1,562,882
Jerry E. Ryan
54,959,250
513,723
19,091
1,562,882
Steven B. Schwarzwaelder
55,037,624
435,341
19,099
1,562,882
Michael T. Yonker
54,646,012
826,860
19,192
1,562,882

A copy of the press release announcing the re-election of incumbent directors standing for election and the election of Mr. M. Kevin McEvoy to the Board is attached as Exhibit 99.1.

Proposal 2. The proposal for stockholders to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers was approved based upon the following votes:

Shares For
52,703,667
Shares Against
2,753,019
Shares Abstaining
35,378
Broker Non-Votes
1,562,882
 
Proposal 3. The proposal for stockholders to ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for 2016 was approved based upon the following votes:
Shares For
56,496,534
Shares Against
542,868
Shares Abstaining
15,544
            There were no broker non-votes on this item.




Proposal 4.
The proposal for stockholders to consider a proposal requiring the Board of Directors to present for stockholder approval a proxy access bylaw was approved based upon the following votes:
Shares For
43,527,983
Shares Against
11,934,235
Shares Abstaining
29,846
Broker Non-Votes
1,562,882

Item. 9.01 Financial Statements and Exhibits.

(d) Exhibits
 
 
 
Exhibit Number
Description
99.1
Press Release dated June 2, 2016.

 
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.

 
EMCOR Group, Inc.
 
 
 
 
 
Dated: June 2, 2016
By:
/s/ MAXINE L. MAURICIO
 
 
 
Maxine L. Mauricio
 
 
 
Senior Vice President,
 
 
 
General Counsel and Secretary