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| ZOLT > SEC Filings for ZOLT > Form 8-K on 5-Feb-2013 | All Recent SEC Filings |
5-Feb-2013
Results of Operations and Financial Condition, Submission of Matters to a Vo
On January 31, 2013, Zoltek Companies, Inc. (the "Registrant") issued a press release announcing its financial results for the quarter ended December 31, 2012. A copy of the press release is attached hereto and incorporated herein as Exhibit 99.1. The information in this Item 2.02 of Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
The Registrant's annual meeting of shareholders was held on February 1, 2013. As of the record date, December 10, 2012, there were 34,355,192 shares of the Company's common stock issued and outstanding. The holders of 22,185,597 shares of common stock, 64.6% of the outstanding shares entitled to vote as of the record date, were represented at the meeting in person or by proxy, and this amount represented a quorum. At the annual meeting, the shareholders considered and voted upon the following:
1. Election of Directors. The following two individuals were elected as Class II directors of the Registrant and received the number of votes set forth opposite their respective names:
Name Votes For Votes Withheld Abstentions Broker Non-Votes Michael D. Latta 21,224,968 26,526 527,463 12,576,235 Pedro Reynoso 21,243,201 8,293 527,463 12,576,235
2. Ratification of Appointment of Public Accounting Firm. The shareholders of the Registrant ratified the appointment of Ernst and Young LLP as the Registrant's independent registered public accounting firm for the fiscal year ending September 30, 2013, as follows:
Votes For: 30,930,511 Votes Against: 207,664 Votes Withheld: 86,268 Broker Non-Votes: 3,130,749 |
3. Advisory Vote on Executive Compensation. The shareholders of the Registrant approved the advisory resolution relating to the Registrant's executive compensation as follows:
Votes For: 21,357,148 Votes Against: 717,177 Votes Withheld: 111,272 Broker Non-Votes: 12,169,595 |
4. Advisory Vote on Frequency of Advisory Vote on Executive Compensation. The shareholders of the Registrant approved the annual frequency of future advisory votes relating to the Registrant's executive compensation as follows:
One Year: 21,029,716 Two Years: 141,317 Three Years: 827,756 Abstentions: 141,808 Broker Non-Votes: 12,169,595 |
The Company has decided that it will include a shareholder vote on the compensation of executives in the proxy statement annually until the next required vote on the frequency of shareholder votes on executive compensation.
(a) Financial statements of businesses acquired. Not applicable.
(b) Pro forma financial information. Not applicable.
(c) Exhibits. See Exhibit Index.
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