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WNC > SEC Filings for WNC > Form 8-K on 17-May-2013All Recent SEC Filings

Show all filings for WABASH NATIONAL CORP /DE | Request a Trial to NEW EDGAR Online Pro



Submission of Matters to a Vote of Security Holders

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

On May 16, 2013, the Company held its Annual Meeting at which three proposals were submitted to the Company's stockholders. As of March 28, 2013, the date of record for determining the Company stockholders entitled to vote on the proposals presented at the Annual Meeting, there were 68,472,018 shares of Company common stock issued and outstanding and entitled to vote at the Annual Meeting. The holders of 59,958,434 shares of the Company's issued and outstanding common stock were represented in person or by proxy at the Annual Meeting, constituting a quorum. The three proposals considered at the Annual Meeting are described in detail in the Company's Proxy Statement for the Annual Meeting filed with the Securities and Exchange Commission on April 5, 2013. The final results for each proposal are set forth below.

Proposal 1.

The Company's stockholders elected the following seven persons to the Company's Board of Directors to hold office for a term of one year or until their respective successors are elected and qualified or until their earlier death, resignation or removal:

                                       Votes For        Votes Against       Abstentions       Non-Votes
Richard J. Giromini                     52,514,857             463,172            53,733        6,926,672
Dr. Martin C. Jischke                   52,293,846             683,940            53,976        6,926,672
James D. Kelly                          51,696,945           1,282,473            52,344        6,926,672
John E. Kunz                            52,503,358             473,557            54,847        6,926,672
Larry J. Magee                          52,503,539             472,742            55,481        6,926,672
Ann D. Murtlow                          52,838,128             141,559            52,075        6,926,672
Scott K. Sorensen                       52,500,631             476,420            54,711        6,926,672

Proposal 2.

The Company's stockholders approved in an advisory (non-binding) vote the compensation of the Company's named executive officers. The votes regarding this proposal were as follows:

Votes For Votes Against Abstentions Broker Non-Votes 50,375,724 2,443,705 212,333 6,926,672

Proposal 3.

The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013. The votes regarding this proposal were as follows:

Votes For Votes Against Abstentions Broker Non-Votes 58,353,190 1,549,697 55,547 0

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