form8k-voteofsecurityholders.htm
 
 
 

 



UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):
February 21, 2013



MATTHEWS INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)


Pennsylvania
0-9115
25-0644320
(State or other jurisdiction of incorporation
(Commission File Number)
(IRS Employer Identification No.)
 
 
 Two NorthShore Center, Pittsburgh, PA     15212-5851
(Address of principal executive offices)    (Zip Code)



Registrant's telephone number, including area code:(412) 442-8200


 
 

 

 
Item 5.07  Submission of Matters to a Vote of Security Holders

The Annual Meeting of the Shareholders of Matthews International Corporation was held on February 21, 2013.  A total of 27,674,765 shares of Class A Common Stock were eligible to vote at such meeting.

The matters voted upon at such meeting were as follows:

1.   Election of Directors:
 
 
The following individuals were nominated for election to the Board of Directors for a term expiring at the Annual Meeting of Shareholders in the year indicated.

Nominee
Term Expiration
 
Votes For
   
Votes Withheld
   
 Broker
Non Votes
 
Alvaro Garcia-Tunon
2016
    21,874,392       1,014,748       2,087,602  
John P. O’Leary, Jr.
2016
    21,935,613       953,527       2,087,602  
Jerry R. Whitaker
2016
    22,224,634       664,506       2,087,602  
 
 
The nominations were made by the Board of Directors and no other nominations were made by any shareholder.  The nominees had currently been members of the Board of Directors at the date of the Annual Meeting.

The terms of the following additional directors continued after the meeting:  J.C. Bartolacci, G.S. Babe, K.E. Dietze, M.K. O’Brien and J.D. Turner.

2.  
Adoption of Matthews International Corporation 2012 Equity Incentive Plan:

The shareholders voted to ratify the adoption of the 2012 Equity Incentive Plan adopted by the Company’s Board of Directors on November 15, 2012.
 
 
Votes For
   
Votes Against
   
Votes Abstained
   
Broker
 Non Votes
 
  17,672,080       4,747,476       469,584       2,087,602  

3.  
Selection of Auditors:

 
The shareholders voted to ratify the appointment by the Audit Committee of the Board of Directors of PricewaterhouseCoopers LLP as independent registered public accountants to audit the records of the Company for the fiscal year ending September 30, 2013.
 
 
Votes For
   
Votes Against
   
Votes Abstained
   
Broker
Non Votes
 
  24,411,175       544,119       21,448       0  

4.  
Advisory (non-binding) vote on the executive compensation of the Company’s named executive officers:

The shareholders voted in favor of the compensation of the Company’s named executive officers as disclosed in the Compensation Discussion and Analysis, the compensation tables and the related disclosure contained in the 2013 proxy statement.
 
 
Votes For
   
Votes Against
   
Votes Abstained
   
Broker
Non Votes
 
  19,422,888       2,513,636       952,616       2,087,602  
 
 

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


                                                                 MATTHEWS INTERNATIONAL CORPORATION
                                                                 (Registrant)
 
 
 
 
                                                                By  Steven F. Nicola
                                                                 ----------------------------------
                                                                Steven F. Nicola
                                                                Chief Financial Officer, Secretary and Treasurer



Date: February 26, 2013