Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
MEAS > SEC Filings for MEAS > Form 8-K on 23-Sep-2013All Recent SEC Filings

Show all filings for MEASUREMENT SPECIALTIES INC

Form 8-K for MEASUREMENT SPECIALTIES INC


23-Sep-2013

Change in Directors or Principal Officers, Submission of Matters to a


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 19, 2013, the shareholders of Measurement Specialties, Inc. (the "Company") at the Company's Annual Meeting of Shareholders, elected Messrs. John D. Arnold and Frank D. Guidone, as directors of the Company, for which the proposals are described in detail in the Company's Proxy Statement (the "Annual Meeting Proxy Statement") for the Annual Meeting of Shareholders filed on July 29, 2013.

On September 19, 2013, the shareholders of the Company approved the adoption of the Measurement Specialties, Inc. 2013 Equity Incentive Plan (the "2013 Equity Plan"), which was previously approved by the Company's Compensation Committee and Board of Directors. The 2013 Equity Plan makes 750,000 shares of common stock of the Company available for issuance to our employees, non-employee directors and other eligible participants under compensatory arrangements and incentives. A summary of the 2013 Equity Plan was included in the Annual Meeting Proxy Statement. The summary of the 2013 Equity Plan in the Annual Meeting Proxy Statement is qualified in its entirety by reference to the full text of the 2013 Equity Plan, which is attached as Exhibit A to the Annual Meeting Proxy Statement and is incorporated herein by reference.

On September 19, 2013, the shareholders of the Company approved the adoption of the Measurement Specialties, Inc. Performance Incentive Plan (the "Performance Incentive Plan"), which was previously approved by the Company's Compensation Committee and Board of Directors. The Performance Incentive Plan permits the grant of annual cash incentive awards for fiscal 2015 and future years which are payable only after the achievement of specified goals. The Performance Incentive Plan is designed to qualify as "performance-based" compensation under Section 162(m) of the Internal Revenue Code of 1986, as amended, or Section 162(m). Under Section 162(m), the Company can receive a federal income tax deduction for "performance-based" compensation in amounts exceeding $1 million during a single year. A summary of the Performance Incentive Plan was included in the Annual Meeting Proxy Statement. The summary of the Performance Incentive Plan in the Annual Meeting Proxy Statement is qualified in its entirety by reference to the full text of the Performance Incentive Plan, which is attached as Exhibit B to the Annual Meeting Proxy Statement and is incorporated herein by reference.



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

On September 19, 2013, the Company held its Annual Meeting of Shareholders at which the Company's shareholders approved five proposals. The proposals are described in detail in the Company's Proxy Statement for the Annual Meeting.

Proposal 1

The following persons were elected to the Board of Directors for a term of three
years:



                                            BROKER
                      FOR       WITHHELD   NON-VOTES
John D. Arnold     12,963,065   380,987    1,410,063
Frank D. Guidone   12,985,216   358,836    1,410,063

Proposal 2

Shareholders ratified the appointment of Ernst & Young LLP as Measurement
Specialties, Inc.'s independent registered public accounting firm for the fiscal
year ending March 31, 2014, as set forth below:



                                      BROKER
   FOR       AGAINST   ABSTENTIONS   NON-VOTES
14,738,165    8,127       7,823          0

Proposal 3

Shareholders voted to advise on executive compensation, as set forth below:



                                      BROKER
   FOR       AGAINST   ABSTENTIONS   NON-VOTES
13,126,645   99,993      117,414     1,410,063

Proposal 4

Shareholders approved the Measurement Specialties, Inc. 2013 Equity Incentive
Plan, as set forth below:



                                        BROKER
   FOR        AGAINST    ABSTENTIONS   NON-VOTES
11,897,397   1,329,849     116,806     1,410,063

Proposal 5

Shareholders approved the Measurement Specialties, Inc. Performance Incentive
Plan, as set forth below:



                                      BROKER
   FOR       AGAINST   ABSTENTIONS   NON-VOTES
12,814,398   413,318     116,336     1,410,063

  Add MEAS to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for MEAS - All Recent SEC Filings
Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.