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EX-99.1 - EXHIBIT - BLOUNT INTERNATIONAL INCblt-062020142014equityplan.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 20, 2014
 
BLOUNT INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Delaware
 
001-11549
 
63 0780521
(State or other jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
4909 SE International Way, Portland, Oregon 97222
(Address of principal executive offices) (Zip Code)
503-653-8881
Registrant’s telephone number, including area code
(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: (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 (17CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13-e-4(c))





ITEM 5.07 Submission of Matters to a Vote of the Security Holders
(a.) On June 20, 2014, Blount International, Inc. (the “Corporation” or “Blount”) held its Annual Meeting of Stockholders at the Corporation’s offices at 3901 SE Naef Road, Milwaukie, Oregon, 97267. At that meeting, the slate of Director Nominees proposed in the Corporation's 2014 Proxy Statement was elected as set forth in Item 5.07 (b.) below.

(b.) At the above Annual Meeting of Stockholders, the final voting results for each of the proposals submitted to a vote of the stockholders are set forth below.*
 
Proposal 1.
To elect a Board of Directors to serve until the next Annual Meeting of Stockholders or until their successors have been elected and qualified.
 
 
 
For
 
Withheld
 
Non-Votes
Robert E. Beasley, Jr.
 
40,538,294

 
1,701,434

 
1,872,209

Ronald Cami
 
41,433,023

 
806,705

 
1,872,209

Andrew C. Clarke
 
40,416,298

 
1,823,430

 
1,872,209

Joshua L. Collins
 
40,687,682

 
1,552,046

 
1,872,209

Nelda J. Connors
 
41,078,964

 
1,160,764

 
1,872,209

Daniel J. Obringer
 
41,429,426

 
810,302

 
1,872,209

E. Daniel James
 
41,275,336

 
964,392

 
1,872,209

Harold E. Layman
 
27,782,891

 
14,456,837

 
1,872,209

David A. Willmott
 
41,186,216

 
1,053,512

 
1,872,209

 
Proposal 2.
To approve an advisory vote on executive compensation.
 
For
 
Against
 
Abstain
 
Non-Votes
37,447,485
 
4,635,060
 
157,183
 
1,872,209
 
Proposal 3.
To consider and act upon a proposal to approve the Blount International, Inc. 2014 Equity Incentive Plan.

For
 
Against
 
Abstain
 
Non-Votes
27,901,128
 
14,244,965
 
93,635
 
1,872,209

The Blount International 2014 Equity Plan, as approved, is attached as Exhibit 99.1.
Proposal 4.
To consider and act upon a proposal to ratify the appointment of KPMG, LLP as the independent registered public accounting firm for the Corporation for the year ending December 31, 2014.

For
 
Against
 
Abstain
 
Non-Votes
44,078,049
 
28,442
 
5,446
 

*
Fractions of shares have been rounded to the nearest whole share.
(c.) On May 26, 2011, the stockholders approved, on an advisory basis, that every year be the frequency with which the Corporation holds an advisory vote on the compensation of the Corporation's Named Executive Officers as shown in each year's Annual Proxy Statement. This was the frequency recommended by the Board of Directors and management. Accordingly, for each year hereafter until the next required advisory vote on the frequency of stockholder votes on executive compensation, which will occur no later than the Corporation's Annual Meeting of Stockholders in 2017, Blount will include a vote on executive compensation in its annual proxy materials.





ITEM 9.01.
FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits:
99.1

  
Blount International, Inc. 2014 Equity Incentive Plan







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.
 
 
 
 
 
 
 
 
BLOUNT INTERNATIONAL, INC.
 
 
 
Dated: June 23, 2014
 
By:
 
/s/ Chad E. Paulson
 
 
 
 
Chad E. Paulson
 
 
 
 
Vice President, General Counsel & Secretary






EXHIBIT INDEX
 
 
 
 
Exhibit No.
  
Description of Exhibit
 
 
99.1

  
Blount International, Inc. 2014 Equity Incentive Plan