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)
April 27, 2011
STURM, RUGER & COMPANY, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE (State or Other Jurisdiction of Incorporation) | 001-10435 (Commission File Number) | 06-0633559 (IRS Employer Identification Number) |
ONE LACEY PLACE, SOUTHPORT, CONNECTICUT 06890
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code (203) 259-7843
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d 2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07
Submission of Matters to a Vote of Security Holders
At the Annual Meeting of Shareholders on April 27, 2011, the shareholders voted on the following four proposals and cast their votes as described below.
Proposal 1
The individuals listed below were elected at the Annual Meeting to serve a one-year term on the Company’s Board of Directors (the “Board”).
|
| Votes For |
| Votes Withheld |
| Non Votes |
|
|
|
|
|
|
|
C. Michael Jacobi |
| 12,983,946 |
| 150,220 |
| 3,548,921 |
John A. Cosentino, Jr. |
| 13,056,961 |
| 77,205 |
| 3,548,921 |
James E. Service |
| 12,961,187 |
| 172,979 |
| 3,548,921 |
Amir P. Rosenthal |
| 13,055,233 |
| 78,933 |
| 3,548,921 |
Ronald C. Whitaker |
| 13,061,027 |
| 76,139 |
| 3,548,921 |
Phillip C. Widman |
| 13,062,256 |
| 71,910 |
| 3,548,921 |
Michael O. Fifer |
| 13,064,927 |
| 69,239 |
| 3,548,921 |
Proposal 2
Proposal 2 was a management proposal to ratify the appointment of McGLadrey & Pullen LLP as the Company’s independent registered public accounting firm for 2011, as described in the proxy materials. This proposal was approved.
|
| Votes For |
| Against |
| Abstain |
|
|
|
|
|
|
|
|
| 16,607,840 |
| 47,225 |
| 28,022 |
|
|
|
|
|
|
|
Proposal 3
Proposal 3 was a management proposal to hold an advisory vote on executive compensation, as described in the proxy materials. This proposal was approved.
Votes For |
| Against |
| Abstain |
| Non Votes |
|
|
|
|
|
|
|
12,156,518 |
| 551,503 |
| 426,145 |
| 3,548,921 |
|
|
|
|
|
|
|
2
Proposal 4
Proposal 4 was a management proposal to hold an advisory vote on the frequency of the advisory vote on executive compensation, as described in the proxy materials. “1 Year” was approved.
|
|
|
|
|
|
|
1 Year |
| Votes 11,847,993 |
|
|
|
|
2 Years |
| 46,114 |
|
|
|
|
3 Years |
| 797,972 |
|
|
|
|
Abstain |
| 442,087 |
|
|
|
|
Non Votes |
| 3,548,921 |
|
|
|
|
|
|
|
|
|
|
|
Based on these results, and consistent with the Company’s recommendation, the Board has determined that the Company will hold an advisory vote on executive compensation every year.
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.
STURM, RUGER & COMPANY, INC.
By: S/THOMAS A. DINEEN
Name:
Thomas A. Dineen
Title:
Principal Financial Officer,
Principal Accounting Officer,
Treasurer and Chief Financial
Officer
Dated: April 29, 2011
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