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Bucyrus International 8-K 2011

Documents found in this filing:

  1. 8-K
  2. 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): April 21, 2011

 

 

Bucyrus International, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-00871   39-0188050

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

P.O. Box 500, 1100 Milwaukee Avenue, South Milwaukee, Wisconsin 53172

(Address of principal executive offices, including ZIP code)

(414) 768-4000

(Registrant’s telephone number, including area code)

 

 

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 C.F.R. §230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. §240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 C.F.R. §240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R. §240.13e-4(c))

 

 

 


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

On April 21, 2011, Bucyrus International, Inc. (the “Company”) held its 2011 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the following proposals:

 

   

The election of Michelle L. Collins, Gene E. Little and Robert K. Ortberg to the Company’s Board of Directors for a three-year term to expire at the Company’s 2014 annual meeting of stockholders;

 

   

The advisory vote on approval of the compensation of the Company’s named executive officers;

 

   

The advisory vote on the frequency of the advisory stockholder vote on executive compensation; and

 

   

The ratification of the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for 2011.

As of the February 23, 2011 record date for the determination of the stockholders entitled to notice of, and to vote at, the Annual Meeting, 81,449,954 shares of the Company’s common stock were outstanding and eligible to vote. A total of 67,172,532 shares were voted in person or by proxy at the Annual Meeting. The following are the final votes on the matters presented for stockholder approval at the Annual Meeting:

Election of Directors

 

     For    Withheld    Broker Non-Votes

Name

   Votes    Percentage (1)    Votes    Percentage (1)    Votes    Percentage  (1)

Michelle E. Collins

   52,543,509    78.22    7,250,009    10.79    7,379,014    10.99

Gene E. Little

   52,515,960    78.18    7,277,558    10.83    7,379,014    10.99

Robert K. Ortberg

   52,542,962    78.22    7,250,556    10.79    7,379,014    10.99

Advisory Vote on Approval of the Compensation of the Company’s Named Executive Officers

 

For    Against    Abstain    Broker Non-Votes
Votes    Percentage (1)    Votes    Percentage (1)    Votes    Percentage (1)    Votes    Percentage (1)
50,573,021    75.29    6,865,427    10.22    2,355,070    3.5    7,379,014    10.99

Advisory Vote on the Frequency of the Advisory Stockholder Vote on Executive Compensation

 

1 Year    2 Years    3 Years    Abstain    Broker Non-Votes
Votes    Percentage (1)    Votes    Percentage (1)    Votes    Percentage (1)    Votes    Percentage (1)    Votes    Percentage  (1)
32,604,545    48.54    274,012    .41    7,162,010    10.66    6,293,568    9.37    20,838,397    31.02

In light of the voting results with respect to this proposal, the Company has decided that it will hold an advisory vote on the compensation of its named executive officers every year until the next required advisory vote on the frequency of future advisory votes on executive compensation as required pursuant to Section 14A of the Securities and Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder.

Ratification of Deloitte & Touche LLP

 

For    Against    Abstain
Votes    Percentage (1)    Votes    Percentage (1)    Votes    Percentage (1)
58,206,335    86.65    8,949,752    13.32    16,445    .03

 

(1) Based on a total of all shares actually voted in person or by proxy on any proposal at the Annual Meeting.

 

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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.

 

            BUCYRUS INTERNATIONAL, INC.
Dated: April 21, 2011     By:  

/s/ Craig R. Mackus

      Name:   Craig R. Mackus
      Title:   Chief Financial Officer and Secretary

 

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