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 17, 2017

 


 

RELIANCE STEEL & ALUMINUM CO.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-13122

 

95-1142616

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification Number)

 

350 S. Grand Ave., Suite 5100
Los Angeles, CA 90071

(Address of principal executive offices)

 

(213) 687-7700

(Registrant’s telephone number, including area code)

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 

 



 

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

 

(a)         Reliance Steel & Aluminum Co. (the “Company”) held its Annual Meeting of Stockholders (“Annual Meeting”) on May 17, 2017; 66,477,685 shares were represented in person or by proxy, or 91.22% of the total shares outstanding.

 

(b)         Stockholders voted on the matters set forth below:

 

1.  The nominees for election to the Company’s Board of Directors were elected to hold office until the Company’s next Annual Meeting, based upon the following votes:

 

Nominee

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

Sarah J. Anderson

 

60,574,525

 

138,132

 

49,209

 

5,715,819

Karen W. Colonias

 

60,579,192

 

136,986

 

45,688

 

5,715,819

John G. Figueroa

 

60,524,370

 

192,022

 

45,474

 

5,715,819

Thomas W. Gimbel

 

59,631,915

 

438,106

 

691,845

 

5,715,819

David H. Hannah

 

60,509,673

 

226,851

 

25,342

 

5,715,819

Douglas M. Hayes

 

60,201,259

 

516,353

 

44,254

 

5,715,819

Mark V. Kaminski

 

60,452,367

 

260,588

 

48,911

 

5,715,819

Robert A. McEvoy

 

60,611,440

 

108,669

 

41,757

 

5,715,819

Gregg J. Mollins

 

60,578,928

 

157,232

 

25,706

 

5,715,819

Andrew G. Sharkey, III

 

60,149,287

 

580,605

 

31,974

 

5,715,819

Douglas W. Stotlar

 

60,559,622

 

151,041

 

51,203

 

5,715,819

 

2. The proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers was approved based upon the following votes:

 

The vote was 60,271,709 for; 368,804 against; and 121,353 abstentions.  There were 5,715,819 broker non-votes.

 

3. The proposal on the advisory vote of the frequency of the advisory vote to approve the compensation of the Company’s named executive officers was approved for one year based upon the following votes:

 

For 1 Year

49,476,237

For 2 years

36,032

For 3 years

11,175,948

Abstentions

73,649

Broker non-votes

5,715,819

 

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4. The proposal to ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the 2017 fiscal year was approved based upon the following votes:

 

The vote was 66,161,843 for; 262,503 against; and 53,339 abstentions.  There were no broker non-votes.

 

(c)          Not applicable.

 

(d)         Based upon the results set forth in item (b)(3) above, and consistent with the Board of Directors’ recommendation, the Board of Directors has determined that the advisory vote to approve the compensation of the Company’s named executive officers will be submitted to stockholders on an annual basis until the next required vote on the frequency of such votes.

 

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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.

 

 

RELIANCE STEEL & ALUMINUM CO.

 

 

 Dated: May 18, 2017

By:

/s/ William A. Smith II

 

 

William A. Smith II

 

 

Senior Vice President, General Counsel and Corporate Secretary

 

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