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 24, 2018
 
 
GLOBAL BRASS AND COPPER HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
  
Delaware
 
001-35938
 
06-1826563
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification Number)
 
475 N. Martingale Road Suite 1050
Schaumburg, IL
 
60173
(Address of principal executive offices)
 
(Zip Code)
(847) 240-4700
(Registrant’s telephone number, including area code)
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:
¨
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 ¨
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. ¨
 





Section 5 – Corporate Governance and Management

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

On May 24, 2018, Global Brass and Copper Holdings, Inc. (the “Company”) held its annual meeting of stockholders. Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders:

Election of directors
Shares Voted For
 
Shares Voted Against
 
Abstentions
 
Broker Non-Votes
Vicki L. Avril
19,054,668

 
151,848

 
5,304

 
985,342

Donald L. Marsh
17,020,183

 
2,186,333

 
5,304

 
985,342

Bradford T. Ray
19,097,710

 
108,806

 
5,304

 
985,342

John H. Walker
19,075,369

 
130,758

 
5,693

 
985,342

John J. Wasz
19,145,925

 
60,202

 
5,693

 
985,342

Martin E. Welch, III
18,869,588

 
309,928

 
5,304

 
985,342

Ronald C. Whitaker
19,033,837

 
172,679

 
5,304

 
985,342



 
Shares Voted For
 
Shares Voted Against
 
Abstentions
 
Broker Non-Votes
Ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent public accounting firm for 2018
20,016,379

 
174,442

 
6,341

 

Vote to approve, on an advisory basis, the compensation of the Company's named executive officers
18,017,782

 
255,540

 
938,498

 
985,342







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
GLOBAL BRASS AND COPPER HOLDINGS, INC.
 
 
By:
 
/s/ Christopher J. Kodosky
 
 
Name: Christopher J. Kodosky
 
 
Title: Chief Financial Officer
Date: May 24, 2018