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EXPO > SEC Filings for EXPO > Form 8-K on 3-Jun-2013All Recent SEC Filings

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Form 8-K for EXPONENT INC


3-Jun-2013

Submission of Matters to a Vote of Security Holders


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

On May 30, 2013, we held our annual meeting of stockholders. A total of 13,202,786 shares of our common stock were outstanding as of April 3, 2013, the record date for the annual meeting. Set forth below are the matters acted upon at the annual meeting and the final voting results on each matter as reported by our inspector of elections.

Proposal One: Election of Directors

Our stockholders elected Samuel H. Armacost, Mary B. Cranston, Michael R. Gaulke, Paul R. Johnson, Ph.D., Stephen C. Riggins, and John B. Shoven, Ph.D. The results of the vote were as follows:

                                         Votes For        Votes Against       Abstentions       Broker non-votes
Samuel H. Armacost                        11,040,013             198,084             1,917              1,512,980
Mary B. Cranston                          10,508,917             729,380             1,717              1,512,980
Michael R. Gaulke                         11,159,967              77,626             2,421              1,512,980
Paul R. Johnston, Ph.D.                   11,191,657              47,676               681              1,512,980
Stephen C. Riggins                        11,068,880             168,789             2,345              1,512,980
John B. Shoven, Ph.D.                     11,010,730             227,567             1,717              1,512,980

Proposal Two: Ratification of KPMG as our Independent Registered Public Accountants for Fiscal 2013

Our stockholders ratified our selection of KPMG LLP as our independent registered public accounting firm to audit our financial statements for the year ending January 3, 2014. The results of the vote were as follows:

                            For             12,708,070
                            Against             42,459
                            Abstentions          2,465

Proposal Three: Advisory Vote on Executive Compensation for Fiscal 2012

Our stockholders approved, on an advisory basis, the fiscal 2012 compensation of our named executive officers in accordance with SEC rules. The results of the vote were as follows:

                         For                  11,057,563
                         Against                 166,753
                         Abstentions              15,698
                         Broker non-votes      1,512,980

Proposal Four: Re-approval of the Performance Measures under the 2008 Equity Incentive Plan

Our stockholders voted to re-approve the performance measures under the 2008 Equity Incentive Plan. The results of the vote were as follows:

                         For                  11,031,231
                         Against                 175,538
                         Abstentions              33,245
                         Broker non-votes      1,512,980

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