Annual Reports

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  • 8-K (Aug 2, 2017)


Ferro 8-K 2012

Documents found in this filing:

  1. 8-K
  2. Ex-99.1
  3. Ex-99.1
Ferro Corporation (Form: 8-K)  






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):   April 27, 2012

Ferro Corporation
(Exact name of registrant as specified in its charter)

Ohio 1-584 34-0217820
(State or other jurisdiction
(I.R.S. Employer
of incorporation) File Number) Identification No.)
6060 Parkland Boulevard, Mayfield Heights, Ohio   44124
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code:   216-875-5600

Not Applicable
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 5.07.
  Submission of Matters to a Vote of Security Holders.

The 2012 Annual Meeting of Shareholders of Ferro Corporation (the “Company”) was held on Friday, April 27, 2012.

The final results of voting on each of the matters submitted to a vote of security holders at the 2012 Annual Meeting are as follows:

1. Shareholders elected each of the following three nominees as a director to serve for a term to expire at the 2015 Annual Meeting of Shareholders and until his or her successors have been duly elected and qualified, as set forth below.

    Votes   Votes   Broker
Name   For   Withheld   Non-Votes
Jennie S. Hwang, Ph.D.
    32,532,562       40,672,441       6,970,346  
James F. Kirsch
    39,663,815       33,541,188       6,970,346  
Peter T. Kong
    61,622,681       11,582,322       6,970,346  

2. Shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012, as set forth below.

Votes   Votes       Broker
For   Against   Abstentions   Non-Votes
    535,914       61,618       0  

3. Shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as set forth below.

Votes   Votes       Broker
For   Against   Abstentions   Non-Votes
    8,001,920       567,657       6,970,346  

4. Shareholders rejected the shareholder proposal for proxy access, as set forth below.

Votes   Votes       Broker
For   Against   Abstentions   Non-Votes
    62,503,847       966,131       6,970,346  

Item 8.01. Other Events.

On May 2, 2012, the Company issued a press release announcing the election of Mr. Kong. A copy of the press release is attached, hereto, as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1: Press Release


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.

    Ferro Corporation
May 2, 2012   By:   Mark H. Duesenberg
        Name: Mark H. Duesenberg
        Title: Vice President, General Counsel and Secretary

Exhibit Index

Exhibit No.   Description

  Press Release
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