Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - VIASYSTEMS GROUP INC | d534005dex991.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): May 7, 2013
VIASYSTEMS GROUP, INC.
(Exact Name Of Registrant As Specified In Charter)
| Delaware | 001-15755 | 75-2668620 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
101 South Hanley Road
St. Louis, MO 63105
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (314) 727-2087
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 2.02: Results of Operations and Financial Condition.
On April 26, 2013, Viasystems Group, Inc. (the “Company”) issued a press release announcing the Company’s first quarter 2013 results conference call to be held on May 9, 2013 at 11:00 a.m. Eastern Time.
On May 9, 2013, the Company issued a press release announcing the Company’s first quarter 2013 earnings, a copy which is attached as an exhibit hereto.
Item 5.07: Submission of Matters to a Vote of Security Holders.
On May 7, 2013, the Company held its regular annual meeting of stockholders. The stockholders approved both of the proposals detailed in the Company’s Definitive Proxy Statement on Schedule 14A which was filed with the Securities Exchange Commission on March 15, 2013:
Proposal 1: Election of twelve directors to serve until the next annual meeting of stockholders.
| SHARES VOTED FOR |
SHARES WITHHELD |
BROKER NON-VOTES |
||||||||||
| Michael D. Burger |
18,258,923 | 778,894 | 619,600 | |||||||||
| Timothy L. Conlon |
18,520,431 | 517,386 | 619,600 | |||||||||
| Robert F. Cummings, Jr. |
18,686,473 | 351,344 | 619,600 | |||||||||
| Kirby A. Dyess |
18,686,495 | 351,322 | 619,600 | |||||||||
| Peter Frank |
18,509,396 | 528,421 | 619,600 | |||||||||
| Jack D. Furst |
18,509,495 | 528,322 | 619,600 | |||||||||
| Edward Herring |
18,509,473 | 528,344 | 619,600 | |||||||||
| William A. Owens |
18,901,776 | 136,041 | 619,600 | |||||||||
| Dominic J. Pileggi |
18,892,480 | 145,337 | 619,600 | |||||||||
| David M. Sindelar |
18,548,300 | 489,517 | 619,600 | |||||||||
| Christopher J. Steffen |
18,682,238 | 355,579 | 619,600 | |||||||||
| David D. Stevens |
18,905,698 | 132,119 | 619,600 | |||||||||
Proposal 2: Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2013.
| SHARES VOTED FOR |
SHARES VOTED AGAINST |
SHARES ABSTAINING | ||
| 19,636,488 | 10,970 | 9,959 |
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
The following exhibit is furnished pursuant to Item 2.02 hereof, and the information contained in this report and such exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated therein.
| Exhibit |
Description | |
| 99.1 | Press Release issued by the Company on May 9, 2013. | |
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.
| VIASYSTEMS GROUP, INC. | ||
| By: | /s/ Christopher R. Isaak | |
| Christopher R. Isaak | ||
| Vice President, Corporate Controller and Chief Accounting Officer | ||
Date: May 9, 2013
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 99.1 | Press Release issued by Viasystems Group, Inc. on May 9, 2013. | |