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

 

April 16, 2013

Date of Report (date of earliest event reported)

 

Cubic Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-8931

 

95-1678055

(State of incorporation or organization)

 

(Commission File No.)

 

(I.R.S. Employer Identification No.)

 

9333 Balboa Avenue
San Diego, California

 

92123

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (858) 277-6780

 

N/A

(Former name or former address, if changed since last report)

 

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:

 

o            Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14-d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

 

o            Pre-commencement communications pursuant to Rule 13-e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

 

 

 



 

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

 

Cubic Corporation (the “Company”) held its annual meeting of shareholders on April 16, 2013.  The Company’s shareholders voted on the following proposals and cast their votes as follows:

 

1.  Election of Directors

 

Nominee for Director

 

For

 

Against

 

Withheld

 

Walter C. Zable

 

22,552,408

 

0

 

385,793

 

Bruce G. Blakley

 

19,634,596

 

0

 

3,303,605

 

William W. Boyle

 

22,853,800

 

0

 

84,401

 

Edwin A. Guiles

 

19,654,814

 

0

 

3,283,387

 

Robert S. Sullivan

 

19,617,292

 

0

 

3,320,909

 

John H. Warner, Jr.

 

19,621,507

 

0

 

3,316,694

 

 

In accordance with the above results, each nominee was elected to serve as a director.

 

 

 

For

 

Against

 

Abstain

 

2. To confirm the appointment of Ernst & Young LLP as independent public accountants of the Company for fiscal year 2013

 

25,536,025

 

146,995

 

14,240

 

 

In accordance with the above results, the appointment of Ernst & Young LLP was approved.

 

 

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

 

3. To approve, on an advisory basis, the compensation of the Company’s executive officers

 

22,768,416

 

119,064

 

50,721

 

2,759,059

 

 

In accordance with the above results, the compensation of the Company’s executive officers was approved on an advisory basis.

 

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SIGNATURES

 

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

 

Date: April 17, 2013

CUBIC CORPORATION

 

 

 

 

By:

/s/ James R. Edwards

 

Name:

James R. Edwards

 

Title:

Senior Vice President,

 

 

General Counsel & Secretary

 

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