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, 2014

 

SPX CORPORATION

(Exact Name of Registrant as specified in Charter)

 

Delaware

(State or Other Jurisdiction of

Incorporation)

 

1-6948

(Commission File Number)

 

38-1016240

(I.R.S. Employer

Identification No.)

 

13320 Ballantyne Corporate Place

Charlotte, North Carolina 28277

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code  (704) 752-4400

 

NOT APPLICABLE

(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 communications 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 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o 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.

 

SPX Corporation held its Annual Meeting of Stockholders on May 7, 2014.  The results for each matter voted on by the stockholders at that meeting were as follows:

 

Proposal 1:  Election of Directors

 

Director

 

Term Expiring

 

For

 

Against

 

Abstain

 

Broker Non-votes

 

Patrick D. Campbell

 

2017

 

35,220,542

 

248,054

 

337,215

 

2,429,234

 

Emerson U. Fullwood

 

2017

 

31,747,866

 

3,744,397

 

313,548

 

2,429,234

 

Michael J. Mancuso

 

2017

 

35,212,376

 

252,605

 

340,830

 

2,429,234

 

 

As a result, each of the directors was elected.

 

Proposal 2:  Advisory Vote to Approve the Compensation of Our Named Executive Officers

 

 

 

For

 

Against

 

Abstain

 

Broker
Non-votes

 

 

 

22,062,430

 

13,317,063

 

426,318

 

2,429,234

 

 

A majority of votes cast in the advisory vote were in favor of approval of the compensation of the Company’s named executive officers.

 

Proposal 3: Vote to Amend and Restate our Certificate of Incorporation to Declassify our Board of Directors

 

 

 

For

 

Against

 

Abstain

 

Broker
Non-votes

 

 

 

34,115,150

 

1,296,517

 

394,144

 

2,429,234

 

 

An affirmative vote of less than 80% of our outstanding common stock was received for this proposal, and the proposal was not approved.

 

Proposal 4: Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accountants in 2014

 

 

 

For

 

Against

 

Abstain

 

 

 

37,372,335

 

443,482

 

419,228

 

 

As a result, the appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accountants in 2014 was ratified.

 

2



 

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 hereunto duly authorized.

 

 

SPX CORPORATION

 

 

 

 

 

 

Date: May 7, 2014

By:

/s/ Kevin L. Lilly

 

 

Kevin L. Lilly

 

 

Senior Vice President, Secretary and General Counsel

 

3