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): April 25, 2012
Commission file number 000-04689
Pentair, Inc.
(Exact name of Registrant as specified in its charter)
| Minnesota | 41-0907434 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification number) | |
| 5500 Wayzata Blvd, Suite 800, Golden Valley, Minnesota | 55416 | |
| (Address of principal executive offices) | (Zip code) | |
Registrant’s telephone number, including area code: (763) 545-1730
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:
| ¨ | 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
Pentair, Inc. (the “Company”) held its 2012 annual meeting of shareholders on April 25, 2012. There were 98,738,021 shares of common stock of the Company entitled to vote at the meeting and a total of 87,613,655 (88.73%) were represented at the meeting.
The items voted upon at the annual meeting and the results of the vote on each proposal were as follows:
Proposal 1. — Election of Directors
To elect three directors of the Company to terms expiring in 2015. Each nominee for director was elected by a vote of the shareholders as follows:
| Nominees | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||
| Charles A. Haggerty |
73,625,482 | 7,128,734 | 318,223 | 6,541,216 | ||||||||||||
| Randall J. Hogan |
74,281,449 | 6,557,554 | 233,436 | 6,541,216 | ||||||||||||
| David A. Jones |
75,549,181 | 5,228,926 | 294,332 | 6,541,216 | ||||||||||||
Proposal 2. —Advisory Vote on Approval of the Compensation of the Company’s Named Executive Officers
To approve by advisory vote, the compensation of our named executive officers. The compensation of the Company’s named executive officers was approved by advisory vote by shareholders as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 66,346,440 | 14,228,070 | 497,929 | 6,541,216 |
Proposal 3. — Ratification of Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for 2012
To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2012. The proposal was approved by a vote of the shareholders as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 85,950,161 | 1,360,020 | 303,474 | 0 |
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SIGNATURE
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, thereunto duly authorized, on April 27, 2012.
| PENTAIR, INC. | ||
| Registrant | ||
| By: | /s/ Angela D. Lageson | |
| Angela D. Lageson | ||
| Senior Vice President, General Counsel and Secretary | ||
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