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HII > SEC Filings for HII > Form 8-K on 6-May-2013All Recent SEC Filings

Show all filings for HUNTINGTON INGALLS INDUSTRIES, INC. | Request a Trial to NEW EDGAR Online Pro



Amendments to Articles of Inc. or Bylaws; Change in Fiscal Ye

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

The Board of Directors of Huntington Ingalls Industries, Inc. (the "Company") amended and restated the Company's bylaws effective May 1, 2013. The bylaws were amended and restated to amend Article V of the bylaws, which addresses indemnification of the Company's directors, officers, employees and agents, to eliminate provisions providing for the mandatory indemnification of the Company's employees and agents and to make other clarifying changes. A copy of the Company's Restated Bylaws is attached hereto as Exhibit 3(ii).

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

On May 1, 2013, the Company held its 2013 Annual Meeting of Stockholders (the "Annual Meeting"). Proxies for the Annual Meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. The following matters were submitted to a vote of the stockholders.

Item 1 - Election of Directors

Votes regarding the election of three directors, for terms ending in 2016, were
as follow:

              Name                   For          Withheld       Non-Votes
              Robert F. Bruner     41,536,482       122,287       3,477,788
              Artur G. Davis       41,533,007       125,762       3,477,788
              Thomas B. Fargo      41,394,324       264,445       3,477,788

Item 2 - Proposal to Ratify Appointment of the Company's Independent Auditors

Votes on a proposal to ratify the selection of Deloitte & Touche LLP as the
Company's independent auditors for 2013 were as follow:

                 For          Against       Abstentions       Non-Votes
                 45,041,747     70,282            24,528             N/A

Item 3 - Proposal Regarding Approval of Executive Compensation on an Advisory

Votes on a proposal to approve, on an advisory basis, the compensation of the
Company's named executive officers were as follow:

                 For           Against       Abstentions       Non-Votes
                 40,966,652     422,708           269,409       3,477,788

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


3(ii) Restated Bylaws of Huntington Ingalls Industries, Inc.

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