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) September 24, 2012
SKYLINE CORPORATION
(Exact name of registrant as specified in its charter)
| Indiana | 1-4714 | 35-1038277 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
P. O. Box 743, 2520 By-Pass Road Elkhart, IN 46515
(Address of principal executive offices) (Zip Code)
(574) 294-6521
(Registrant’s telephone number, including area code)
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 Exchange Act (17 CFR 240.13e-4(c) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On September 24, 2012, Skyline Corporation held its Annual Meeting of Shareholders at which the following matters were submitted to a vote of the security holders:
| 1. | Election of Directors for a One Year Term |
Election of Directors
| Nominee |
Votes For |
Votes Withheld |
Shares Not Voted |
|||||||||
| Arthur J. Decio |
5,908,973 | 937,509 | 1,544,762 | |||||||||
| Thomas G. Deranek |
5,891,539 | 954,943 | 1,544,762 | |||||||||
| John C. Firth |
6,668,454 | 178,028 | 1,544,762 | |||||||||
| Jerry Hammes |
3,925,264 | 2,921,218 | 1,544,762 | |||||||||
| William H. Lawson |
5,895,122 | 951,360 | 1,544,762 | |||||||||
| David T. Link |
5,892,485 | 953,997 | 1,544,762 | |||||||||
| Andrew J. McKenna |
5,895,101 | 951,381 | 1,544,762 | |||||||||
| 2. | Ratification of the Appointment of Crowe Horwath LLP as Independent Accounting Firm for fiscal year 2013 |
| Votes For |
Votes Against |
Votes Abstain |
Shares Not Voted | |||
| 7,742,717 |
27,942 | 5,228 | 615,357 |
| 3. | Advisory vote on the compensation of Named Executive Officers for fiscal year 2012 |
| Votes For |
Votes Against |
Votes Abstain |
Shares Not Voted | |||
| 5,688,476 |
173,920 | 984,086 | 1,544,762 |
| Item 7.01 | Regulation FD Disclosure. |
Following the Annual Meeting of Shareholders, the Board of Directors elected the following persons as Officers of the Corporation to serve at the pleasure of the Board of Directors until the next annual meeting of the Board of Directors (September 23, 2013) or until their successors are elected and qualify:
| Bruce G. Page | President and Chief Executive Officer | |||
| Jon S. Pilarski | Vice President, Finance & Treasurer, Chief Financial Officer | |||
| Terrence M. Decio | Vice President, Marketing & Sales | |||
| Martin R. Fransted | Corporate Controller & Secretary |
The Board of Directors also named Samuel S. Thompson as General Counsel.
In addition, Thomas G. Deranek announced his retirement as Chairman and Chief Executive Officer. Mr. Deranek will continue to be employed by the Corporation in a consultative capacity.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this current report to be signed on its behalf by the undersigned hereunto duly authorized.
| SKYLINE CORPORATION | ||||||
| Date: September 24, 2012 |
||||||
| By: | /s/ Jon S. Pilarski | |||||
| Jon S. Pilarski | ||||||
| Chief Financial Officer | ||||||