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MTSC > SEC Filings for MTSC > Form 8-K on 6-Feb-2013All Recent SEC Filings

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Form 8-K for MTS SYSTEMS CORP


6-Feb-2013

Submission of Matters to a Vote of Security Holders


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

MTS Systems Corporation (the "Company") held its annual meeting of shareholders on February 5, 2013 (the "Annual Meeting"). A total of 14,237,687 shares of the Common Stock, representing approximately 91% of the shares outstanding and eligible to vote and constituting a quorum, were represented in person or by proxy at the Annual Meeting. The final results for each of the matters submitted to a vote of shareholders at the annual Meeting were as follows:

Proposal 1. All of the eight nominees for director were elected to serve until the next annual meeting of shareholders or until their successors are duly elected. The result of the votes to elect the eight directors was as follows:

Name               For        Withheld
David J. Anderson  12,795,294 15,021
Jean-Lou Chameau   12,752,246 58,069
Jeffrey A. Graves  12,521,519 288,796

Brendan C. Hegarty 12,726,928 83,387
Emily M. Liggett 12,798,703 11,612
William V. Murray 12,579,878 230,437
Barb J. Samardzich 12,750,910 59,405
Gail P. Steinel 12,792,760 17,555

Proposal 2. The appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal 2013 was ratified by the shareholders by the vote set forth below.

For Against Abstain
14,153,560 78,773 5,354

Proposal 3. The compensation of the Company's named executive officers as disclosed in the proxy statement for the Annual Meeting was approved on an advisory basis by the votes set forth below:

For Against Abstain Broker Non-Votes 12,598,751 195,593 15,971 1,427,372

Proposal 4. The Second Amendment to the Company's 2011 Stock Incentive Plan as approved by the votes set forth below:

For Against Abstain Broker Non-Votes 12,134,280 660,470 15,565 1,427,372

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